The Second Time Around
by MonPetitTresor
Summary: While looking at some things in the basement of their Unsub's home, Spencer manages to touch a spell on the wall that transports him to the MCU and makes a few... changes, along the way. (COMPLETE, just transferring - full summary inside) Part 1 in "Second Chances"
1. Chapter 1

While looking at some things in the basement of their Unsub's home, Spencer manages to touch a spell on the wall that transports him to the MCU and makes a few... changes, along the way.

He meets Peter Parker, a smart kid just trying to do his best to keep his city safe, and despite Spencer's best efforts he finds himself firmly entwined in the kid's life. Trying to keep him safe, learn control of these powers that he's found himself with, and somehow figure out a way to get home, all without getting caught by anyone and turned into a science experiment the way it always seems to go in the movies. It's not easy, and it doesn't get easier when you add in an over-protective mentor, a whole bunch of political drama, and a bunch of feelings that Spencer knows better than to even think about admitting to.

Spencer tries to cope with it all, while all the while working with this 'Dr. Strange' to try and figure out a way to get him back home. Only, as more time passes, he begins to question whether that's what he actually wants.

* * *

 _What the hell happened_? Every inch of Spencer ached and he felt like he'd been tossed into a dryer and set on spin. He groaned lowly as he slowly blinked his eyes open, groaning again when the light blinded him. He threw his arm up, despite the way it throbbed to do it, and used it to block out the light until he could blink his eyes enough to clear it.

The last thing Spencer remembered he'd been in the basement of their latest Unsub's house. There'd been a lot of strange symbols in the house, random things that had made the locals call in the BAU. When they'd arrived, Emily and Dave had headed to the local station while Spencer, JJ, Luke, and Tara had gone to the house to check out the home of their suspect. The locals were pretty sure the man that had lived there was the one that was killing teenage boys in town, but he had vanished, and his home had left behind some rather interesting clues.

The symbols that had been found on the bodies of his victims, plus the things drawn around them at the crime scenes, all suggested someone that was into the occult. The team discussed it on the flight over. What they'd found in the house had only backed that belief.

Spencer had been down in the basement by himself, checking over the books and other such things, when he'd found a hidden room behind a wall panel. Inside had been what was obviously the place the man chose to work his 'magic'. There'd been a scrying bowl, random ingredients, spell books, and other such items.

Despite the aching in his head, Spencer pushed through the memories. He'd been looking at the writing on the wall, done in what looked to be blood, and he'd reached out to just touch the edge of it. Just take a look. Only, he'd missed the small blade lodged in the wall – likely put there for the man to easily cut a finger and write. It'd sliced over Spencer's finger and blood had instantly welled up. Then… then Spencer had jerked his hand back, only he'd lost his balance and his hand had shot forward again, slapping on the wall right over those strange symbols, and…

Nothing.

He couldn't remember what happened next. Darkness and then, this. The aching in his body and the bright, blinding light, plus a headache that was coming close to his old migraines in intensity.

That migraine-like pain wasn't helped when he heard a few car horns blare loudly. Groaning, the young genius rolled his body, hands immediately coming up to cradle his head. Doing so brought into focus the fact that he wasn't lying on the hard floor of the basement, or the grass of the front yard, or even the kind of surface that would mean he was on a stretcher – and wasn't it just a bit pathetic that he could recognize the feel of a stretcher while barely conscious? That said something about him that he wasn't willing to address at the moment.

No, the ground he was lying on was none of those things. It was… cold…and, wet? Damp, at least. And, as he drew in a ragged breath and almost instantly started to gag, he realized that it _smelled_ , too. Those things triggered older memories, ones that he hadn't had to use in a while, that told him clearly where he was. A place he'd ended up often enough as a kid running through the streets of Vegas while being chased by bullies.

An alley. He was lying in an alley. But how the hell had he gotten here?

Slowly, achingly, Spencer finally opened his eyes once more, careful to make sure that he wasn't going to be blinded again before he opened them the rest of the way. What he found was enough to have him going completely still.

He was right – he was in an alley. There was dumpster not far away, a bunch of trash bags, and two large buildings on either side of him, as well as a nearby street with plenty of people and traffic going past. Spencer stared at it all, stunned, as he slowly started to push himself up from where he was lying on the – oh God _disgusting_ – ground. What was going on here? What happened? How had he gone from the Unsub's basement to… here? Wherever _here_ was, that is.

The first logical thing that came to mind was that he'd been drugged somehow. But that didn't explain how the Unsub could've gotten him out of the house and past his entire team to bring him here. Besides, why would he simply dump Spencer in an alley? Maybe – maybe one of the things Spencer had touched had had something on it, maybe he _had_ been drugged without realizing it, and he'd brought himself here? Though how he would've gotten past his team was still a good question. They would've noticed if there was something off about him.

The questions were all spinning around in Spencer's head and they made the pounding worse. Whatever the hell was going on here, he needed to call his team. They'd be able to come help him take care of it.

Only, when he managed to stay sitting up and balanced on one hand long enough to drop his other towards his pocket, he got yet another surprise.

There was no phone in his pocket… no gun at his hip… and were those, _jeans_? Spencer looked down, brow furrowed, and went completely still at what he saw.

It wasn't the dark blue jeans that had him freezing, or the filthy button up shirt he had on that definitely wasn't the one he'd been wearing earlier. What had him staring was the _body_ underneath those clothes. The long – not long enough – thin legs that were stretched out sideways, the slender, too small wrist and hand, the arm that held none of the muscle definition that Spencer had worked hard to put there, even if there hadn't been much. When he reached up, he found that his hair was longer, loose and shaggy around his face and, _God_ , matted with something from the ground he didn't even want to think about!

"Oh God." Spencer breathed out. The sound of his voice had him letting out another, much higher " _Oh God_." What was going on here? Why did he – why did he look like he was a teenager again?

The aches in his body were mostly forgotten as Spencer scrambled to brace against the wall and push up to his feet. He kept his head tilted down so that he could stare at himself as he did. It only served to stun him more. He looked like – like a _teenager_! But that wasn't possible! People didn't magically age down. That was something from a bad sci-fi movie! This, it had to be drugs or something like that, or a mental break. His family had a history of mental illness. This, it could be related to that. It had to be one of those things. Because there was absolutely no way that it had anything to do with the fact that he'd been in the basement of someone who seemingly practiced _magic_ , or that he'd touched a wall of strange symbols written in blood.

Spencer fought to get his breathing back under control. One hand braced on the brick wall, he held himself very still and focused on breathing, in and out, slowly.

Panic was going to do nothing for him. Drugs, mental break, _magic_ , it didn't matter what had caused this. What mattered was that he was standing here in a strange alley in the body of a teenager, without his gun or credentials or anything, feeling like his body had been run over by a bus, and he had no idea where _here_ even was. The first thing he needed to do was go out to the street and find something to tell him where he was. Then… then he needed to call his team. What they'd be able to do for him, he didn't know, he just knew that this would be a lot easier to handle if they were there with him. In the back of his mind, he didn't let himself think about the team he really wanted to call, a team that didn't even exist anymore as they continued to lose more and more of their original members.

Spencer clutched tightly to his plan. It gave him something to hold on to as he started to put one foot in front of the other and make his way forward, out of the alley and out into the busy street.

Getting close to the people and cars seemed to only make his headache grow worse. Drawing his arms in, Spencer clutched tightly to himself, his skin tingling slightly from the pain. God, this was the last thing he needed! He didn't have time for a migraine. He needed to find out where he was and he needed to call his team.

The pain grew worse the closer to people that Spencer got. He wasn't surprised to see how people moved out of his way once he reached the sideway. Filthy, stumbling as he was, they probably wanted nothing to do with him, not even caring that he looked like a teenager. Any other time and he might've shaken his head over the sadness behind that thought. Right now he was just too grateful for it to care.

He didn't have to stumble far down the street before he came to what looked like a newspaper stand. That was perfect for at least finding out _where_ he was. He ignored the pulsing headache and focused slightly bleary eyes until he found the section titled 'local'. Then he grabbed at the first paper – The Daily Bugle – and brought it up close. Surprisingly, even without his glasses he could still read it, though his headache wasn't all that fond of that plan. What he found – wasn't what he was expecting. New York. He was in _New York City_ , which was around _eight hundred and twenty-two_ miles from where he should have been.

The panic that Spencer had been fighting against started to rise up once more. His hands tightened in the paper and started to shake. He ignored the sound of someone shouting nearby, the jostle of people going past him, and even the headache that felt like it'd impossibly grown. Spots danced in front of his vision as he stared down at the paper. What was going on here? What _happened_?

As his breath started to wheeze in and out, Spencer became aware of something else, something that had him sucking in a sharp breath that almost choked him.

Around his hands there was a – a blue sort of light. Like… like electricity, crackling over and around his hands. He gasped and dropped the paper, stumbling back away from it. He crashed into people, knocked to one side and then the next, but somehow he managed to back up enough to slam his back into a wall. He ignored the shouts of people around him and brought his hands up in front of him, staring in horror at the light that was _still there._ In fact, it was growing.

A nearby street light suddenly exploded. Spencer _felt it_ seconds before he heard it. When he looked up, glass from the light was falling and people were jumping back, some of them screaming, and then another exploded, and another. With each explosion, the light around Spencer's hands pulsed and that tingling on his skin grew stronger, his head pounding so badly the spots were back again and he was sure he was going to pass out.

The lights – he was causing it! He had no idea how or what the hell was going on, he just knew that the stronger his fear climbed, the more the light grew and he had to get the hell away from people, now!

Before he even realized he'd made the decision, he was running. Long legs carried him down the street. With his hands tucked protectively against his chest, he tried to shove past people, push past them. He had to get away!

Another alley came up beside him and Spencer didn't hesitate to dart inside. It got him away from people and Spencer couldn't be more grateful for it.

He ran blindly, not caring about _where_ so long as it took him away from people, away from everything. The further from people he got, the less his head hurt, and the easier it became to think. When he eventually stopped, chest heaving and legs shaking, the blue light hadn't gone from around his hands but it wasn't as bright. Spencer held his hands in front of him and stared at the way the light swirled around them.

What was happening to him? This – this was more than just some drug induced hallucination. This was more than a mental break. Sure, he'd heard just how realistic it could all feel in those situations, but… but that just didn't seem right. This _felt_ real. _But isn't that what they all say? It felt real to them._

Nausea churned in Spencer's stomach at the thought.

As he stared down at his hands, mentally trying to will the power away, he was surprised to find that it actually responded. Little by little the light seemed to draw into his skin until it was finally completely gone. Not a trace of it was left. Spencer curled his fingers in, testing them, but the light didn't come back. Though, as he stood there he thought that he could feel a hint of it inside of him still, tingling over and under his skin. The sensation wasn't an unpleasant one. It was, however, a strange one.

Something in Spencer's head gave a weird little pulse, something that wasn't quite pain but wasn't quite normal either, and he felt a strong sensation of surprise and then a sick sort of pleasure, though he had no idea why. Instinctively, he looked up, eyes scanning for, what, he didn't quite know. Not until he found it.

Three men were making their way across the abandoned parking lot towards him. In his run, Spencer had managed to find a more rundown part of town, with buildings that hadn't seen repairs in quite a while. _The perfect place_ , his mind told him, _for gangs and criminals._ And he'd run right into it, in the body of a young teenage boy. One who had intimate experience with just how dangerous that could be.

The man at the front of the trio was grinning broadly at Spencer as he strolled forward. "Well look what I found here, boys."

 _Shit_. The uncharacteristic curse floated across Spencer's mind. This wasn't good. This was so very _not_ good. Very carefully, Spencer took a small step back, his hands already coming out in the universal sign of peace, showing that he was unarmed. It was a habit born from being a profiler. Often, it could relax Unsubs if they assumed that he was unarmed. That mentality didn't work with bullies, though, nor men like these ones.

"I don't want trouble." Spencer said, wincing at the crack to his voice. Mentally, he dubbed this body somewhere around fourteen or fifteen, judging by size and sound. He ignored that thought, knowing it wasn't important in that moment, and focused instead on the immediate danger as he backed up another step. "I'm just passing through, that's all."

The two behind their leader laughed. The main one's grin grew. "You hear that? He doesn't want trouble, he says." He let out a laugh that made Spencer's stomach churn. His satisfaction was easy to hear in his voice, strong enough that Spencer swore he felt an echo of it inside of him, only making him feel more nauseous.

There wasn't going to be reasoning with these men. Not in this scenario. Spencer was young, alone, and small enough that he looked probably closer to twelve to them, and the way they were eyeing him made it clear that they not only figured he couldn't defend himself, they were likely going to enjoy any attempt he made. He had enough experience in these situations to know there was only one real thing for him to do here. Without giving them a chance to say another word, Spencer spun on his heel and ran.

It only took seconds for him to hear them shouting to each other and their footsteps pounding behind him as they raced to catch him. Terror gripped Spencer's insides. He knew he wasn't going to be able to outrun them. Between the pain in his body, his exhaustion from his previous panic and run, and his small size compared to them, there was no way he was going to be able to stay ahead of them. So it was no real surprise when they caught up to him in a pathetically short time.

A hand closed around Spencer's arm and yanked him so hard he almost fell. The next instant he found himself being slammed against the wall of a nearby building and the leader of the group was right there, pressing whole body against him. Spencer physically gagged as the man's body pressed into his and it became clear just how much he'd enjoyed their chase.

Lust hit him, hard and fast, stunning Spencer completely. It was like it rolled over him like a cloud, or a wave, drowning him underneath it. He knew what lust felt like. How it could be when it was so big and all-consuming that nothing else really mattered. But he'd never felt a lust like _this_. Never felt the dark, twisting pleasure that grew with each passing struggle he gave. When hard hands grabbed his wrists and pinned them above his head, and a mouth pressed against his neck, Spencer tried to summon up the energy to scream, to _fight_ , but the haze of lust was so damn strong and he couldn't seem to breathe around it. His brain was screaming at him, telling him _Get him off you! There's something wrong here, something's not right, fight back, Spencer! Fight back NOW!_ But he couldn't do it. The "No" he let out was low and pathetic sounding.

The man chuckled against his neck and rolled his body forward. "What was that, gorgeous?" The grip on Spencer's wrists tightened until Spencer knew they were going to bruise. "You want more? Look at you. So damn eager for this, aren't you? A pretty little whore…"

"Stop…" Spencer begged, unable to help it as his body shifted and twisted against the bigger one. He wished he could call up that energy again, use it to shock this guy or something, _stop him_ , but his brain was too hazy.

All of a sudden the hands on his were yanking forward and Spencer stumbled, falling down to his knees as the weight holding him up was gone. Nearby he heard a strange sound and a voice saying "Now that's not a very nice way to treat people."

The lust was clearing from his head and Spencer felt horror grow as his own actions became clear. He looked up, trying to find where the man had gone, where his friends were, and he was surprised to see… his brain stalled a little. The three guys were backed away from Spencer and there was someone between them. Someone in a… a red and blue bodysuit. With a mask.

The idea that this was all some horrible hallucination became a bit more believable. He was kneeling on the hard ground, watching as someone who looked only slightly bigger than him, with the bearing and voice of a teenager, fought off three grown men with a show of acrobatics that were absolutely astounding. Spencer couldn't move, could barely even focus, especially as he felt something like fear start to crawl up his spine. The lust was completely gone now, yet these strange, foreign emotions, they didn't go away. They just changed. Fear, anger, excitement, those were pushing at his own confusion, and he could barely tell up from down. Closing his eyes, he pressed a shaking hand against his eyes and wished he could just _wake up._

A hand touched his shoulder and Spencer's eyes snapped open as he immediately began to scramble backwards. He found himself pressed against the wall, wide eyed and terrified, only to realize that it wasn't the men coming back for him. It was the guy in the bodysuit. He was crouching down where Spencer had been just moments before, his hands held up in a sign of peace. "Woah, woah, it's all right, man, I'm not gonna hurt you. Totally not, I swear."

Spencer fought back a hysterical laugh. He was being reassured by some costumed guy who apparently liked red and blue a little too much. Spiders, too, judging by the big spider in the center of his chest and the web-like design patterned on the rest of him. "Get back." He croaked out. "I don't… I don't know who you are, but _get back_."

If there was a way for a mask to convey surprise, this kid managed it. He showed off his previous flexibility by shifting back easily without ever rising. He didn't go away, though. "You… don't know who I am?" The kid asked him, sounding surprised.

This time there wasn't any way Spencer could stop his slightly hysterical laugh. "I think I'd remember a, a weird spider-themed _superhero_ , thanks."

The surprise he'd felt before – and he was actually _feeling_ that, what the ever-loving _hell_? – morphed into something that Spencer thought was… hurt?

Another of those laughs broke free. Oh, God. God! Slumping down against the wall, Spencer let his head thump backwards. "I'm drugged." He said out loud, not even caring. "There had to be drugs of some sort on that wall. There was nothing to indicate a mental break, and I wasn't doing anything stressful. So there was likely drugs on the blade on the wall and now I'm trapped inside this ridiculous hallucination. Not only that, but I've actually managed to _offend_ my hallucination." It was ridiculous. Utterly ridiculous.

"Um…" His hallucination shifted a little into this squatting pose that didn't really look like it'd be comfortable to hold for long. "If you're on something, we should totally get you to a doctor, buddy. Yeah? Yeah. So, um, why don't we get you to the doctors so you can get some help, huh? Yeah, that sounds like a great idea."

Spencer drew his knees up to his chest and folded his arms in against his waist. "No, I think I'd rather stay right here, thank you." This was all going to end soon. Drugs, those would wear off at some point, and this would all go away. "It'll wear off eventually. Whatever I was dosed with, it'll go away, and I'll be back with my team."

"Someone dosed you?"

That tone was clearly the one of someone humoring the crazy person. Spencer didn't really care. Holding on to himself, he opened his eyes again and looked over at the teenager he'd apparently imagined up as a _superhero_. A spider-themed superhero, at that. "Sort of." He said. What was the harm in answering his drug-induced hallucination? "I touched the wall and didn't notice the razor until it cut me. Likely, there was something on there, or something in the blood that was already on the wall that infected me when my cut hand touched it. It's the only likely explanation for all of this. I mean," He paused and let out a laugh that still sounded a hair too hysterical for his liking. "It's either that or I've somehow been magically transported to an alternate dimension where I'm twenty years younger and have _superpowers_."

The idea was ludicrous. Spencer had said it as a _joke_! A hysteria induced reaction to realizing that he was in the middle of some drug haze, had magic electrical powers, something that he was beginning to suspect might be freaking _empathy_ , was almost raped by three thugs and then saved by a superhero in a spider-costume!

What he hadn't expected was for the spider-kid to make a low 'huh' sound, followed by "Well, it wouldn't be the strangest thing that happened around here. I'm pretty sure the Fantastic Four have dimension traveled a few times." He tilted his head and that strange feeling that Spencer was getting from him – _emotions_ – sharpened into something else, something more focused. "Listen, ki—uh, mister, um… stuff like this, it's a bit out of my experience. I'm just your friendly neighborhood Spiderman, I'm not into the whole dimension hopping business. So, yeah, I'm just gonna call in some help. Mr. Stark probably knows how to handle something like this better than I would. He's a genius. I'm sure he'll either be able to figure it out himself or get in contact with the Fantastic Four so they can figure things out…"

Drug hallucination or not, the last thing that Spencer wanted was to call _more_ people in here. There was a voice in the back of his mind whispering that maybe, just _maybe,_ this wasn't as fake as he thought it was, that maybe it was terrifyingly _real_ , and if that were true the last thing he wanted was to call in some genius scientist or whoever this guy was that the kid in front of him was talking about. Thousands of comics and movies flashed through Spencer's mind. Anytime someone called in a scientist like that, the person who needed help always ended up an experiment, and the thought of that made Spencer shudder. "N-no." He stammered out, holding himself tighter. "No, I d-don't, I don't…"

Spencer's breathing began to speed up again. His panic was coming back, fueled along by the panic he was feeling from the kid in front of him, and it was growing and growing until the world started to swirl around him. He thought he heard someone saying something to him, calling out loudly, but Spencer didn't, couldn't, focus on it.

The black spots were back in his vision. He knew he was panicking, that he was having a panic attack, but he couldn't stop it, didn't _care_ to stop it. Not even when hands were clutching at him, one hand tilting up his face, and he could hear someone telling him "…breathe! You need to breathe…!"

Blackness started to overtake Spencer's vision and he let it. As it finally crashed over him, taking the world with it, he sent up a silent prayer that the world would be back to normal when he woke up.


	2. Chapter 2

When reality returned to Spencer, it wasn't on the aching wave that he knew came after being drugged. There was no beeping of hospital monitors, nor was there the hard feel of the ground under him, nor the sensation of being tied to something. The fact that he knew to check for those things was a worrying statement about his life. One he ignored as he slowly woke and started to categorize the world around him. He was lying on something… soft. Something that felt like a bed, yet not _his_ bed. Not a hospital bed, either. Those were rarely ever _soft_.

Something told Spencer that he was alone before he even opened his eyes. Still, he did it slowly, peeking through his lashes to be sure before letting his eyes open all the way. Then, in one sweep, he took in his surroundings and found himself surprised. The room he was in looked like it belonged to a teenager. Posters on the wall, a desk with school books and a Millennium Falcon built out of Legos, dirty clothes on the floor, computers and electronics were strewn everywhere. As he looked at it all, it didn't take any great mental leaps to realize who this room belonged to, or how he'd gotten here. But that fact brought home a few other ones that made his stomach twist.

There was no sense of confusion or weird, hazy memories as Spencer sat himself up in bed. He looked down at himself and saw the same small, scrawny body that he'd been in earlier, and his horror grew. It hadn't been a dream, nor some random high. If it'd been a high, the drugs surely would've worn off by now, at least enough for him to start to see the fractures in the false reality around him. But everything was sharp and clear. If anything, it was all clearer than ever for him. He could see just a bit better as he looked around him, though the hint of fuzziness to some of the closer stuff told him that he definitely needed to get some glasses.

It was _real_. The whole, insane thing, it was _real_. But – that wasn't possible! _Magic_ wasn't possible! There was absolutely no way Spencer could've been _magically transported to another dimension_ where he was younger and had weird powers!

Just as Spencer's breathing started to pick up, the panic kicking in again, the bedroom door opened. Spencer's head shot up and he watched with wide eyes as a shaggy haired teen came into the room balancing a tray on his hands that smelled like it carried eggs. At the sight of Spencer sitting up and staring at him, it got him a wide-eyed look and a slight jump. "Oh! Good, you're awake!" The teenager came in and quickly shut the door behind him, somehow managing to balance the tray on his one hand. He hurried over once the door was shut and set the tray down on his desk. Then he was turning to look at Spencer and there was a wide, bright grin on his face, one that absolutely shouldn't be there while he was looking at a stranger lying in his bed. "I was beginning to worry. It's been like, at least eighteen hours. I was getting ready to go ahead and call in someone or Aunt May or whatever to make sure you were still alive!"

Spencer found that he could only sit there and stare. When he tried to form a sentence, the only thing that came out was a very confused "What?"

A hint of a blush colored the kid's cheeks. He jumped like he'd been pricked by something and drew himself back just a little, choosing to perch on the edge of the desk instead of come closer to the bed. "Oh, yeah, sorry. You're probably still a bit woozy. I'm Peter – well, Spiderman. The guy who, uh, who saved you back there? Yeah. When you passed out, I couldn't just leave you there, so I brought you back here. I just didn't think that you'd sleep this long. But you're looking a lot better than you were before! How're you feeling?"

The influx of words had Spencer stunned for a moment. He stared up at the kid, _Peter_ , and felt his head spin a little. Was this what his friends felt like when he rambled at them? He suddenly had a newfound respect for Derek's tolerance. Staring at the kid, Spencer opened his mouth to speak, closed it, and then opened it again. "You brought me home?" he repeated, not quite able to believe it. At Peter's nod and quick "Yeah!" Spencer felt his eyebrows shoot up. "You found me being attacked and raving about drugs and hallucinations and alternate universes and having powers, and your response was to…bring me to your home?" The idea of that mystified him. Weren't superheroes supposed to be protective of their real identity?

"I couldn't just leave you out there."

"Judging by that mask I feel safe in the assumption that you don't exactly share your identity with the world. To protect yourself, you could've taken me literally anywhere else but your own home. Hell, you could've taken me to one of those empty buildings we were near and set me up in there until I woke up. But you brought me _here_."

Peter shifted around a little in an obviously uncomfortable way. Embarrassment washed over Spencer in that weird sort of _external_ way he was starting to realize came from these powers, telling him that it wasn't his embarrassment he was feeling. He was drawn away from those thoughts when Peter looked down and mumbled. "I… I've got curfew. I had to get home, and I couldn't leave you alone."

Curfew. He had _curfew_. If Spencer hadn't already figured out just how young Peter was, this really would've cinched it. For a long second Spencer stared at him. Then he blurted out, "Are you insane?"

Instead of being offended, the teen actually grinned. "It's been said."

Spencer shook his head. He brought a hand up, pressing it against the dull pounding in his temple. This… God! This kid was going to get himself killed. "You have absolutely no idea who I am." Spencer said slowly, closing his eyes. The idea of the things that could've happened to Peter if Spencer weren't a good person – he couldn't help think about them and it only made him feel more sick. It also distracted him nicely from his own problems. "You found me in a parking lot in what appeared to be a bad part of town, rambling about being in a drug induced hallucination or dimension traveling, and instead of walking away or calling someone for help, you brought me home."

He could hear it as cloth rustled, likely Peter shrugging at him. "You said you didn't want me to call for help. And when I picked you up, you kept mumbling something about 'science experiments'."

The way that Peter said that, the ache that Spencer could feel from him, gave a clue that maybe Spencer wasn't the only one with that fear. That maybe this kid with his strange powers might understand that kind of fear. Still, Spencer shook his head slowly. "Pushing aside the absolute insanity of bringing me here – I can't believe you actually believe this. Most people would've called an ambulance."

"Like I said, I'm pretty sure the Fantastic Four have done some dimension hopping. Plus, like, it's a bit too insane to just be made up. I mean, if you were gonna make up a story to get at me, I'd think you'd come up with something a lot better sounding than that. Not to mention you talk like an adult. A weird adult, but an adult." A second later Peter looked both horrified and embarrassed and he hurried to add on "Not that I'm saying you're weird or anything! You just don't sound like any kid I know. Even if you look like one. Hey – how old do you think you are anyways?"

The speed with which Peter spoke and the jump through emotions, and topics, was enough to make Spencer's head spin. He answered on autopilot even as he tried to clear out his head somewhat. "Fifteen, I'm estimating."

"Seriously?"

The incredulous sounding word had Spencer looking up again. He resisted the urge to let out a sigh at the way that Peter was looking at him. Then Spencer looked down at his body, a small glare forming. He couldn't really blame Peter for being skeptical. "I know. If this body is going to be anything like my… like my original, I'll finally get a growth spurt at sixteen that makes me a little taller, and then at seventeen even more so. For now," He gestured vaguely down at himself. For now he was going to be stuck looking more like he was twelve instead of fifteen.

Groaning, Spencer brought both hands up to rub at his face. This was a giant _mess_. This wasn't… he couldn't keep telling himself this was drugs. Not when he'd actually slept and still woke up here. Not when things felt this _real_. Nor could he tell himself that this was some sort of mental break. No, apparently _magic was real_ and it had somehow transported Spencer to a universe where he was younger, had powers, and was being taken in by a super powered kid with absolutely no sense of self-preservation. "Please tell me you at least notified your family that I was here."

"Oh, yeah." Peter hurried to reassure him. "I told Aunt May right after I brought you in. Once she found out about the whole, Spiderman thing, I promised I wouldn't lie to her about stuff anymore. So, yeah, she knows you're in here. She's the one that told me to bring you breakfast and see if it could wake you up."

The words seemed to remind Peter of the tray he'd brought in. When Spencer dropped his hands from his face, he found Peter grabbing the tray and then thrusting it out towards Spencer. "I almost forgot! Here, I made it myself. You're lucky, cause May's not really the best of cooks."

The eggs were rather good. As soon as Spencer took his first bite – he wasn't worried about what might be in them, if Peter wanted to hurt him he'd already had ample opportunity to do so – his body let him know just how hungry it actually was. It took a short amount of time before he'd gone through the entire plate of eggs, both pieces of toast, and the cup of orange juice that came with it all. Peter didn't seem the least bit bothered by how quickly Spencer had eaten it all.

"So," Peter said, drawing his legs up onto the desk with him to cross them under him. "Dimension travel, huh? How's it feel?"

The headache chose that moment to pulse a little and Spencer grimaced. "Painful."

"And you said you woke up with powers?"

This was the part that Spencer was honestly having the most trouble with at the moment. The part he wasn't quite sure how to feel about or how to even explain. Being in an alternate dimension, that was definitely something he was going to have a panic attack about at some point, but it was also slowly becoming 'fact' in his mind and therefore something that couldn't be immediately changed. Powers, though? Those – he had no idea where to even begin with those. They were an unknown for him. How was he supposed to react to it? How was he supposed to handle it?

The scientist inside of him was demanding study and proof. That part of him – a part that had been made in childhood and forged at the BAU – pushed down his feelings and allowed the more analytical side of his brain to take control. Emotions and panicking could always come later when things were done and he was safe and alone. For now, he set down the fork, looking at his mostly empty bowl in slight longing, but then he focused back on Peter's question again. With everything that Peter had showed him so far, would it hurt to show something in return? This kid here, he was the only person Spencer knew in this world, the only one that he might be able to talk to right now. It was just… the fact that he was a _teenager_ was making it a bit hard for Spencer to actually want to open up. The urge was there to protect him.

After a second of hesitation, Spencer held up his hand and focused on it, trying to think of that blue energy that had been there before. The electricity.

As soon as he did, it showed around his hand, these little crackles of electrical energy. Focusing on it also seemed to bring to his awareness something he hadn't even really realized he was both registering and ignoring before. There was a steady hum to the world around him that he realized had to be the electrical energy in things. He was actually sensing the _electricity_ all around him.

Peter let out a low, impressed whistle. "Is that electricity?" Without an ounce of fear he leaned in and looked closer at Spencer's hand. "It looks like it. Are you actually generating it or are you drawing it in from the things around you?"

That was an intelligent enough question to give Spencer pause. "I'm generating it, I believe." He finally said. "I can will it away, or draw it… it feels like it comes from inside of me. Though, I can sense the energy in the things around me, too. And… I think…" As soon as he had the thought, the lights in the room started to flicker and the computer on Peter's desk crackled as the power actually drew up out of it and towards Spencer's hand. The blue all gathered together to form a small sphere in his palm.

As soon as he realized he was gathering it from things, Spencer focused on shutting it off, bringing up his other hand as well to hold this ball that crackled like it was alive. He and Peter both stared at it in shock and, in Peter's case, a hint of awe. The sphere was roughly the size of a baseball. "It would appear I can draw it out of things around me as well."

"That's so cool."

That was one way of describing it. Not exactly the one that Spencer would've chosen, honestly, but he let it go.

"Can you do anything with it?" Peter asked, voice eager.

"Like what?"

The teen shrugged. "I don't know. I mean, I bet it's a pretty great offensive weapon, but there's nothing in here to really test it on. Can you, I don't know, manipulate it? Make things out of it?"

Now those were definitely good questions. Spencer sat up a little better in the bed and focused himself more. It let him shut off other things, the panic almost completely suppressed now and the scientist in him coming fully to the front. That was the part of him that had him cupping both hands around the sphere. Holding that energy in his hands, cradling it there, Spencer swore he could feel every inch of it. Every tiny electron. When he drew his hands apart and spread that energy out, it felt like instinct, as if the knowledge of what to do was just _right there_.

The ball stretched out between his hands, and when he pressed them in it compressed again. He smiled a little as he pressed until it was flat and then spread them again. However he twisted and moved his hands, it moved the energy with him. The gestures didn't seem necessary, but they helped him focus on what he was doing to a finer degree than just using his mind.

He was so focused on what he was doing, he almost forgot about Peter. At least, right up until the kid reached out as if to touch the flattened square that Spencer had created between them. The instant that Spencer saw his hand coming towards it he reacted on instinct once more. The energy darkened and became something more solid – less raw, crackling energy. When Peter's hand pressed against it he found himself touching something warm and solid. "Wow."

Spencer jerked his hands back and drew that energy in towards himself. "Do you have no sense of self-preservation?" Spencer demanded. "You had no idea what that could've done to you! What if it shocked you?"

To his annoyance, the teen shrugged. "I heal fast."

Oh, God. It'd been such a long time since Spencer had been a teenager himself, or really spent any time around them. He'd forgotten that tendency to think they were indestructible.

With a bit of focus it was surprisingly easy for Spencer to draw some of that energy back into himself while at the same time letting some of it out into the world around him. He fed a bit of it into the electronics in the room – likely Peter's phone, tablet, and laptop would have a rather nice charge on them – and some into the building itself, while drawing the rest in. That bit of energy gave him an actual, physical boost, washing away some of his exhaustion and clearing his mind.

That clarity brought with it a few important facts. The _most_ important being – he couldn't stay here.

Now that he'd rested, eaten, and given his body some extra energy in other ways, it was time for Spencer to get up and go. There was no telling what this world was like or how people might react to him. But so far things were acting like some sort of comic or movie, and in those, the new powered 'mutant' type kid always ended up in trouble. The last thing that Spencer wanted was to bring any kind of trouble down on this sweet kid here. _You've read too many comics. Nerd._ The little internal barb just had him shaking his head. Who would've guessed that being a comic nerd would ever come in handy like this?

Leaving was the only logical thing for Spencer to do. Only, when he started to push the blankets off so that he could slide his legs out of the bed, Peter started to reach out to him like he could actually stop him. "Woah, woah, take it easy. May said you'd probably be dizzy and such when you woke up. You should probably, I don't know, stay down for a while or something."

"I'm fine." Spencer told him. And, really, he was. The energy that he'd given himself, or the sleep, or maybe the food, one or all of those had him feeling better than he had in, well… years. Spencer pushed easily up to his feet. He tried desperately to ignore the fact that even though Peter was sitting on the desk, which made him just a bit shorter than normal, Spencer was _still_ shorter than him. To avoid looking at him, or thinking about that, Spencer looked down at himself and realized something rather important. He had no shoes on, and he was in a pair of boxers that he really hoped were his own, but he had no pants and only a plain t-shirt on. One that was too big for him. Realizing it had him flushing and fighting the urge to drop back down and hide under the blankets. He forced himself to look up at Peter and _not_ blush too much. "Where are my clothes?"

"Oh, May's washing them." Something a bit sad, a bit hesitant crossed Peter's features. "They uh, they got a bit dirty...before."

Oh. Yeah, Spencer could imagine that. He brushed it off as unimportant and tried not to sigh at the idea that his leaving was going to be delayed. "Do you know when they might be done? As much as I appreciate your hospitality, I've already stayed here too long."

That perked Peter up immediately. He sat up straighter on the desk and his eyebrows shot up. Confusion and concern were coming from him, plus something else that Spencer couldn't quite name, something a bit heavier and flavored like, hurt? "What're you talking about?"

Unable to help himself, Spencer gentled his tone. He still wasn't the best person in the world at talking to people but he'd come a long way with that. His team had helped him with that. Because of that, Spencer was able to make himself reach out and lightly touch Peter's arm, and his voice gentled to a tone he'd used with kids on countless cases. "You've been amazing, Peter. I owe you so much for how you've helped me. But, I can't stay here."

He hated how that made the hurt from Peter grow a little. "Why not?"

"Because it's not safe, and it's not smart. However I managed to get here, there's no telling what kind reaction it's caused in this world, or even what _I_ might do with these powers. It's safer all around for you if I go."

"Do you even have anywhere to go?" Peter shot back instantly.

The question had Spencer closing his eyes. Damn this teenaged body – he had to fight back the fear that welled up, the idea of being _alone_ out there without any of his friends or family, no one to call on, and then he had to fight even harder to push away the tears that threatened to build. He'd forgotten just how emotional he'd been as a teenager. Learning how to cover it up had been a matter of time, experience, and growing up. He still had the experience – those memories were bright in his mind, just as always – but this body was young, the hormones in it not quite settled, and this _empathy_ that was making him _feel_ so damn much around him, it made it almost impossible to keep the tears at bay. Somehow, he managed. His voice only cracked a little as he said "I'll be fine."

The kid in front of him snorted. "Right. Look…"

When he paused, Spencer realized that he'd never introduced himself, and he hurried to say "Spencer."

Peter flashed a small smile that was quickly wiped away under a serious expression. "Look, Spencer. You saw who I am. You know that I'm capable of defending myself against whatever comes our way. I want to help you, all right? This, what's happening to you, it's shitty, and you shouldn't have to deal with it by yourself. If you won't let me take you to some people that I trust to help you, at least let me offer you a place to sleep, even if it's just for a few days until you've adjusted to being here. I mean, for all we know this thing that brought you here could reverse and you could end up going home tomorrow."

This was such a bad idea. Such a bad, bad idea. Spencer knew that. So why wasn't he saying no?

Peter must've sensed that he was weakening. He reached out and put a hand on Spencer's arm, either not seeing his instinctive flinch or just ignoring it. "You'll be safe here, even if just for a little bit. No one saw me bring you in and no one's come sniffing around the entire time you've been sleeping. You can at least take a few days and get your bearings, right?"

The logic in that was hard to argue. He had been asleep for a while and no one had come by for him. Would it really hurt if he took another day, two at the most, and gathered himself or tried to make some sort of plan? Spencer chewed on the inside of his lip for a moment as he thought it through.

Eventually, he sighed and gave a small, reluctant nod. The burst of excitement that he got from Peter almost had him wanting to smile.

Spencer quickly held a finger up and pointed it at Peter. He wanted to make one point very clear. "At the first sign of trouble, I'm leaving. And if someone comes after you anyways to ask about me, you're going to give them everything you know – no holding back. Are we clear on that?"

"You want me to… give you up?" Peter repeated it slowly like he wasn't quite sure he'd heard Spencer right.

The young genius gave a firm nod. "Absolutely. I won't let my presence here put you in danger, Peter. You or your Aunt. If someone comes after me and gets to you two first, I want you to give them whatever they ask for. Promise me that, or I swear to you I'll borrow a pair of pants from you and walk out that door right now."

He wasn't surprised that Peter agreed. For some reason, the teen seemed to really want him to stay. Spencer didn't claim to understand it but, he couldn't deny that he needed what Peter was offering here. He needed a chance to take a little bit now that he was awake and wrap his head around everything that had happened and what it meant. His whole life had been turned upside down and inside out and Spencer had no idea what to do. He lived in a world of science and facts and things like that, not this one of fantasy and make-believe.

He just, he needed a little time to think. To try and figure out what he was going to do. Somehow, he was going to find a way to get back home.


	3. Chapter 3

One of the first things that Peter did was find a pair of pajama pants for Spencer to wear. They had a drawstring waist, thankfully, so he was able to tie them off so they wouldn't fall off of him. He still had to roll the legs up quite a few times to keep them from dragging on the ground. Peter was kind enough not to mention that part. Though, when he straightened off the desk and stood briefly at Spencer's side, his lips quirked a little as they both took in the fact that the top of Spencer's head was about level with Peter's nose.

Once Spencer was dressed, Peter showed him the bathroom and even handed him an unopened toothbrush. It was _wonderful_. Getting dressed and having the opportunity to brush away the taste in his mouth went a long way towards making him feel almost human again. Of course, most of that effect was ruined the instant he took a look at his reflection.

Knowing what had happened to him was one thing. Standing there staring at himself in the mirror was something else entirely. Spencer stood frozen there at the sink as he stared, wide eyed, at the face looking back at him. God, he was so _young_! His eyes had that too-big-for-his-face quality that had taken until his twenties to really go away. In his opinion they'd always managed to make him look even younger than he was. Innocent, some had said. His hair was shaggy and carried just enough curl to it to make him want to scowl. Another thing about his teenage years that he hadn't missed.

There wasn't even a hint of facial hair either, and he definitely had that thin, almost gaunt look to his cheeks. He'd always been naturally on the slender side, though not quite this bad. Not unless things were bad at home.

A possibility struck Spencer and he froze even more than before. The small bathroom suddenly felt cold. What if he hadn't just been transported and changed when he came here? What if… what if he was taking over the life of the Spencer Reid in this universe? Oh, God. Horror had his stomach going tight and his hands shaking. He stared as his eyes grew impossibly wider and his lips parted on a soft gasp. Had he fallen into the life of an alternate him? And, if so, was the alternate version of him back home with his team? Was there a version of Diana Reid in this world, waiting for her son to get home and wondering what had happened to him? Was there a William Reid out there? Did he live with his family, or had he already run out by now just like he had in Spencer's world?

Question after question built up and Spencer had to grab hold of the edge of the sink to keep himself steady. Finding all that out had definitely just climbed to the top of his 'to do' list.

There was so much he needed to do. Too many things that needed figuring out. _You're being stupid_ , he told himself as he gathered together his composure and finally began to brush his teeth. _You've obviously decided to trust Peter and it's clear he trusts whoever this 'Mr. Stark' person is. It's stupid to not extend that trust to the man as well. It sounds like he's the type of person to have dealt with something close to this before. He might be the only person capable of getting you home. Yet, you're refusing his help – why?_

Spencer very firmly ignored that train of thought. He knew exactly why he hadn't wanted Peter to call in anyone. _Fear_. Fear of what might happen to him, fear of what someone might try and do… fear that they wouldn't be able to help him, fear that being faced with someone who was capable of dealing with this might force Spencer to face the reality of everything. Fear held him back. He knew that. That didn't mean he could stop it, though, no matter how irrational it was. _I'll take a few days, just like Peter suggested. Stay here, get myself settled, start trying to figure this out on my own. If I can't… if I can't, I can always have him ask his friends for help._

Somehow Spencer managed to get himself back under control by the time he was ready to leave the bathroom. That effort was almost ruined as he started to pay attention outside of himself and realized that, maybe it wasn't just his own emotions that he'd been reacting to in there. Judging by the whispered argument going on ahead of him, and the heavy emotions that were in the air, he hadn't been the only unhappy person in the house. The mix of feelings that were pressing in on him were so mixed up there was no real way for Spencer to even begin to decipher them. They were heavy, though. Like the pressure in the air before a storm, right up against his skin, and a hint of something else that he could almost taste on the back of his tongue, something that made his little hairs stand up. Instinctively he gave the room around him a quick scan for threats, exits, and other important things.

He was torn between staying still or trying to make a quick exit when he heard his name called. Spencer spun, the power inside already building to a small crackle that he could feel coating his skin, an instinctive response to a perceived threat. Only, there was no threat. Just Peter, standing in the doorway to what Spencer would bet was the kitchen, looking at him with wide eyes full of surprise.

"Shit." Spencer breathed out. The swear word was uncharacteristic, something that he knew Peter wouldn't know, but he hated how it showed him just how little control he really had at the moment. _Stupid teenage body_. Focusing on his powers, Spencer drew it all back in, forcing it inside. Only when he was sure he had control again did he speak. "Sorry. I… I didn't mean to react like that."

Eyes wide with a surprise he couldn't hide, Peter tried for nonchalant and waved it all of like it was no big deal. "No, no, I get it completely. It took me a while to get used to mine, too. You wouldn't believe the things I did until I got the hang of all of it."

A grimace twisted Spencer's features and he carefully stuffed his hands down into his pockets to try and hide the tremble there. He suddenly felt cold. "Yes, well, I doubt your powers had the risk of electrocuting someone if you lost control."

The sharp edge to his words didn't put Peter off at all. He leaned against the door frame and shrugged his other shoulder. At the same time, he brought his hands together in front of him and twisted his fingers together again and again. "Nah. More like, accidentally breaking bones." At the surprised look Spencer gave him, he smiled just a little, sweet and shy and maybe just a bit self-conscious. "Super-strength. Proportionate strength of a spider."

Spencer's mouth was already open to ask one of the twenty-five questions that immediately leapt to mind when another voice spoke up first. "You boys planning on coming in here any time soon or you just want to keep standing in the living room discussing power mishaps?"

The instinctive cringe that Peter gave was enough to bring a smile to Spencer's lips. There was only one person that voice could belong to. From what Spencer had gathered from Peter so far, the only parental figure he had in his life was his Aunt May, and it took a parent to put that kind of 'oh shit' look on a kid's face, or to get a kid moving as quickly as Peter did when he spun around. It all had Spencer chuckling. That humor was what he tried to hold on to as he made his way across the room and into the kitchen.

So far what Spencer had seen of the apartment he was in gave off a warm and welcoming sort of vibe. A sense of home that he lacked in his own apartment. Pictures were _everywhere_ , taking up space on tables, on the walls, all over the place. The people here obviously enjoyed taking pictures. He noticed it as he stepped into the kitchen, too. Pictures on the walls, on the hutch, some were even held up on the fridge with magnets, right alongside what looked like a history report that had an A+ on it and a few different takeout menus.

That was all that Spencer really had time to see before his attention was caught by a beautiful woman with a bright smile that just had to be May. She was sitting at a small, wooden kitchen table that looked like it'd seen better days, a cup of coffee cradled between her hands, looking tired and yet alert. Spencer could feel her concern as her eyes ran over him. Was it for him, or because of him? This ability to read emotions didn't seem to come with an understanding of what they meant, just the knowledge that they were there. Not exactly the most useful of skills, really. He'd never been able to understand his _own_ emotions. How was he supposed to decipher those of others?

When she held a hand out to him, there was no way Spencer could stop himself from taking a small step back, though he cursed himself immediately for having done so. For her part, May didn't even miss a beat. She drew her hand back in and smiled brightly up at him. "It's a pleasure to meet you, Spencer. While you're awake, that is."

The reminder that this woman had seen him while he was unconscious – might've even helped strip him down – had color flooding Spencer's cheeks. He fought past his embarrassment enough to be able to remember his manners and say "You too, ma'am." His voice squeaked ever so slightly and he winced. God, talk about awkward!

Her eyes twinkled merrily in a way that made it clear she knew she'd embarrassed him and was amused by it. "Come on, sit down. I think we've got a lot to talk about, don't you?" Without missing a beat, she looked over at Peter and added "Why don't you get our guest a drink, sweetheart."

If Spencer hadn't been so busy being embarrassed, he might've smiled a little at the way that Peter jumped like he'd been poked. "Oh! Yeah, yeah, right, you're probably super thirsty." Peter hurried over to the fridge, pulling it open to glance at the contents inside. "What would you like, Spencer? We've got water, juice, milk…"

Spencer sank down into the seat across from May and tried carefully not to shuffle around in his chair. It tilted a little under his weight, the legs not quite balanced. He licked his lips, thinking for a moment, and then decided it was worth a try – "Is there any more coffee?"

"Coming right up!"

With Peter occupied getting drinks, it left Spencer alone to face off against May. The woman looked kind as she watched him, even with that hint of sharpness in her eyes. Her emotions were warm with this edge of something fierce to it that he imagined was present in all parents. A readiness to protect those important to them. Spencer nervously folded his hands in his lap and waited; he knew it wouldn't take her long to speak. He could wait her out. He'd worked with some of the best interrogators out there. He knew how this kind of thing went. Yet, there was something about a mother – or aunt, in this case – that always seemed to be a little bit worse than even David Rossi could manage. May was no exception.

She waited, watching him, and when it became apparent that he wasn't going to say a word, her gaze sharpened a little more. "So, Peter tells me you're from an… alternate universe."

Spencer bit the inside of his cheek and nodded. "It appears that way, ma'am."

"And that you were an adult where you came from."

He nodded again. It was hard to tell quite how she felt about what she was saying. Her body language was relaxed and a bit more open than he'd expected, while her tone was careful and collected in a way that suggested she was trying to cover something up. Meanwhile, what he was picking up from her emotions – the little that he understood and was able to separate from his own, a harder task than he'd anticipated – was caution and worry and something that felt like it might be affection. Affection for Peter? Worry about what Spencer might do to him? He didn't know and it made him even more nervous.

"I'm curious why you don't want him calling in his friends to help." May said, watching him carefully. "I know you don't know about our world, but superheroes aren't a strange thing. You've seen what Peter can do. We've got others out there with plenty of powers and brains and such. Things like this, dimension travel and such, that'd be just their kind of thing to handle. It's what the Avengers are there for. But Peter says you were adamant about not wanting to call anyone else in."

There was a soft, hushed " _May_ " from Peter that was probably meant to be a warning, judging by the pleading look he gave her as he brought the mug of coffee over to Spencer along with a jar of creamer from the fridge. He set them down and then took a seat at Spencer's side, holding his own cup of orange juice.

With hands that thankfully didn't shake, Spencer reached out to prepare his cup of coffee, using that as a way to distract himself for a moment and get himself under control. Fear had rocked through him at her words along with the urge to run, to go, to get out of here and as far away as possible. It was disorientating to have his emotions swinging around so much. Had it been like this the last time he was a teenager? Was it just, hormones and puberty and all of that? Or was it something to do with this weird empathy? Spencer had always fought to detach himself from his emotions. It had been part of what helped make him a good scientist. That ability seemed to have vanished here. Or, become a lot harder to maintain. He had to fight for every inch of control as he sat there. Somehow, he managed at least a little, and his voice was steady enough when he said "No, Peter, it's fine." Setting down the creamer, he curled his hands around his mug and absorbed the warmth of it. He finally looked up again and focused on Peter first, giving him a reassuring smile. "Your Aunt's just concerned for you and your safety. There's no shame in that."

"I can protect myself." Peter insisted immediately. He looked offended at the idea that he couldn't, sitting up straighter in his chair and glaring back and forth between them. It probably shouldn't have made Spencer want to smile quite as much as it did.

It was the protest of a teenager. Someone who was trying to assert his independence and become his own person. Because of that, Spencer didn't argue it. He let it hang in the air and turned himself to focus on May once more. Looking at her had his smile fading away and his hands tightening on his mug. "I know it doesn't make any sense, ma'am, and I know it also makes me look suspicious. I just…I don't know how to explain this. As strange as it is for you to have me here, it's even stranger to _be_ here. This, all of this, it's like a comic book or something. A badly written sci-fi story. I don't… I don't want to just…" He paused, huffing out a breath. Damned stammer! "I just want a chance to figure this out first before I involve anyone else." More than that, he didn't want to put himself at anyone's mercy. Trusting Peter was a huge thing. One that might still prove to be a mistake. Trusting anyone else? He couldn't bring himself to do it.

Peter opened his mouth like he was going to argue, only to be cut off by May. She was looking at Spencer with a much gentler expression than before. One of her hands came up, brushing a bit of hair behind her ear, and she let out a sigh that had her tension draining away. "Okay." She said, surprising not just Spencer but Peter as well, judging by the way the teen's mouth dropped open ad he stopped the fiddling he'd been doing with his cup. May chuckled lightly at their reactions. "It's your choice, sweetheart. So long as you do your best to keep in control, we'll do what we can to help you."

Wait – what? Spencer's eyebrows shot up. That… that hadn't been what he'd expected _at all_. "What?"

Little crinkles appeared at the corners of May's eyes and over the bridge of her nose. Lines that showed a woman who'd spent a lot of her life smiling and laughing. "I get the feeling Peter would help you whether I approved or not. At least this way I can keep an eye on you two."

For a long moment all Spencer could do was stare at her. The people in this world made absolutely no sense to him. This wasn't how normal people reacted to things like this. He'd expected yelling, accusations, threats. Or, really, he'd expected there to be people out here with May already. Maybe this 'Mr. Stark' that Peter had mentioned, or these Avengers that May had spoken of a moment ago. He wouldn't have blamed her for it. But, she hadn't done any of that. Instead, she was sitting here letting him drink coffee in her kitchen, offering up her help. Spencer didn't understand it.

He took a drink off his coffee, barely even tasting it. It was more to give him something to do as he put his thoughts together. When he finally focused on the room around him again, he found Peter and May both watching him. Peter looked like he was on the verge of speaking, words ready to tumble past his lips, and his right hand was tapping a steady rhythm against his leg. It was May that Spencer focused on, though. He tried to put his thoughts into words, only all he managed to come out with was "You didn't call anyone."

A small smile touched May's lips. "I thought about it."

"What stopped you?" Spencer asked. He slanted a brief look over at Peter. "I kind of get why _he_ didn't. But you…I'm not sure I understand."

For a second she didn't answer him. She just held onto her cup and watched him. Spencer tried not to squirm under that gaze. It reminded him of his Mom when she was in one of her more lucid moments. When she'd look at him and somehow see straight down to the heart of him. _A mother knows_ , she'd tell him. _We're animals. It's just, instinct_. He'd always sort of thought that it was just her who was like that. But the way that May was looking at him now made it clear she was just as sharp as Diana had once been.

After a short pause, she smiled. "Peter was pretty sure you were just a scared kid, no matter what else happened. I figured I'd wait and see once you woke up."

Spencer licked his lips, which had gone strangely dry. "And?" What had changed her mind? What had made her really believe it? He just, he didn't understand.

The smile May wore grew a little. "You might be an adult in there, but in this body, here, you're still just a kid. A kid who's alone and scared in a strange place. What kind of people would we be if we didn't try and help?" She ignored the flabbergasted look on his face and folded her arms down on the table, using them to brace on as she leaned forward. "Now, what can we do to help?"

"I was thinking we should try and look him up, first." Peter said, speaking up when it was obvious that Spencer wasn't going to. "See if, I don't know, if there's a version of him around or something? I mean, if he's an alternate universe, maybe when he came here he was drawn to this version of himself. The body you're in, it looks like yours, right? Or, a younger you, I guess."

It took Spencer a second to realize that Peter was directing that question at him. When he did, he gave a nod. "Yeah. Yeah, it does." This was definitely him. His look in the mirror had definitely confirmed that.

"All right." May said, and she pushed herself up from the chair. "Peter, that sounds like something you'd be able to help with. Why don't you go grab your laptop? I'll put on a fresh pot of coffee."

Spencer sat in his seat and stared at the two people in front of them as they both got to work. Peter hurried off to get his laptop while May set about making a fresh pot of coffee. They were both, they were acting like this was normal, like it was no big deal. As if having strangers landing from an alternate dimension was just commonplace at their home. How – how were these people real? Spencer's hands trembled from how tightly he was gripping his mug. He didn't realize that he'd just been sitting there, staring, until May set down the pot she was holding and came over to him. To his surprise, she squatted down beside his chair and reached up, catching one of his hands to pull it away from his mug. "We're going to figure this out, Spencer. It's going to be okay."

"I'm seriously beginning to question the viability of this being a hallucination again." Spencer found himself saying. "Not drugs, but…" But maybe he'd been wrong to brush off the idea of a mental break before. Maybe he really had lost it. It was just – people weren't this nice. Not unless they wanted something from him. Or unless there was something for them to gain from everything. There was nothing that Spencer could think of that these two looked to gain from helping him.

A wave of sadness washed over Spencer that he didn't quite realize at first didn't belong to him. Not until May reached up with one hand to tuck a bit of hair behind his ear and that sadness grew right after he flinched. She didn't let it stop her. She just brushed her fingers lightly over his cheek and then dropped that hand back down to join her other one in curling around his. "The fact that people being nice to you is such a mystery breaks my heart." She said, openly and honestly, and Spencer's stomach clenched. He couldn't say a word as she pushed up to her feet. She gave his hand one last squeeze and then went back to making the coffee just in time for Peter to come rushing back into the room.

The teen dropped down into his chair and set the laptop on the table. In moments he had it open and ready to go. "All right. So, who're we looking for?"

* * *

There were no records anywhere that Peter could find. Not for Spencer Reid, nor for William or Diana Reid. Not even using his mother's maiden name brought up any results. So far as they were able to tell, Spencer Reid didn't exist in this universe at all.

The relief Spencer felt at that was profound. He wasn't going to be messing with anyone's life, then. That was one less worry to check off his list.

Trying to figure out what to do next, well, that wasn't anywhere near as easy.

It was May who tried to get them on track. "Why don't you explain to us what you were doing when it all happened." She suggested.

That was easy enough. With his third cup of coffee in hand, Spencer sat back in his seat. They'd moved out to the living room halfway through their search and Spencer was now sharing the couch with Peter while May took the nearby chair. The atmosphere was surprisingly comfortable. Spencer didn't know what it was; he just knew that he'd found himself relaxing here. May and Peter were easy to talk to and they were… something about them just kind of felt easy on his senses. Their emotions were there, and as time went on he found it a little bit easier to tell theirs apart from his, and to block theirs out if need be. They were still there, though, like low music just at the edge of his hearing, or a faint taste on the back of his tongue.

Relaxing into it all, he took a sip off his coffee before he started. "Well, my team and I were on a case, and we were in the basement of the Unsub's house…"

"Unsub?" Peter interjected. A little furrow built between his brows. "What's an Unsub? And what team?"

"Peter, let him speak." May chided him.

Humor had Spencer's lips twitching. "No, no, he's right. I'm sorry. I'm starting this in what likely feels like the middle for the two of you. In my… in my universe, I work as a profiler at the FBI. We were helping track down a serial killer – what we call an Unsub, or Unidentified Subject – and we were at their house to try and use any clues we might find there to help us track him down."

He watched as Peter's eyes went wide. It seemed he'd impressed the teen. "Wow. You're a Fed? Who hunts down serial killers? You're like, already a superhero then, in a sense, just without the superpowers."

Heat filled Spencer's cheeks and he had to look away. "I wouldn't go that far." He wasn't a _hero_. He was just doing his job and trying his best to keep people safe. "I was just, I was doing my job. We all were. The locals already knew who their killer was, but he'd run and so we had to try and find ways to help us figure out where he might've gone, or how to help us draw him out so we could catch him." Facts were much easier to deal with than any thoughts on being a 'hero'. _Ridiculous._ "While I was down there, I found a room…"

He walked them through everything that happened from the minute he walked into the basement until the moment he woke up in the alley in New York. At their urging, he also told them about what he'd discovered, what he'd _felt_. It was May who latched on to the part that Spencer doubted Peter had even noticed yet. "You felt emotions." She said, eyes wide.

Spencer chewed on the inside of his bottom lip. Was this going to be the moment they'd had enough? Feeling other people's emotions was pretty invasive. He knew he wouldn't want someone who was able to read his emotions without his permission. Waiting anxiously, he nodded his head and tried to do his best to _not_ feel them in that moment.

"Can you still?" Peter asked. One hand came up, waving vaguely in the air. "Feel emotions, I mean. Can you feel what _I'm_ feeling? Or May?"

A grimace twisted Spencer's features. Without realizing it, he hunched in a little more, shoulders almost up to his ears. He looked down at the remnants of coffee in his mug. "I'm doing my best not to. Believe me, I don't… I don't _want_ to feel how worried May is, or how oddly excited you are." Spencer closed his eyes and let out a shaky breath. Now that he was thinking about his empathy it seemed like it was even more in the forefront of his mind. Things that he'd been registering and trying to ignore were now making themselves known. "I don't want to know that someone nearby is extremely nauseous, or that someone a little further away has a headache, or that there's someone feeling so much self-loathing _I_ want to cry."

The emotions got louder – stronger – and Spencer's hands began to shake. He tried to find control, only, it was like it kept slipping through his fingers. The more he felt, the shakier his control became, until it felt like he was drowning under what he was picking up. Pain, hope, happiness, fear, anger, rage, the whole spectrum of emotions, mixing and churning together outside of him, _inside_ of him, with no way for him to find himself underneath them. Spencer had no anchor.

Not until a pair of hands closed over his. His coffee cup was taken away and, before he could start to squeeze at his own hands, he felt another hand slide between his own. One that was oddly solid and firm. Strong. Spencer held on tight without even making the conscious choice. As he gripped at it, he felt the noise of the other emotions start to push away. Worry took their place. Worry and that steady sort of calm that Spencer knew came from trying to be strong, to be the one to make everyone else feel okay. It took him a second to realize that those feelings weren't his. They were coming from the hand in his, the body that, when he opened his eyes, he found in front of him.

There was worry darkening Peter's eyes as he looked up at Spencer. He was in a crouch that reminded Spencer of how he'd looked while in the suit. One of his hands was sandwiched between Spencer's while the other had curled around them. There were little lines between his eyebrows and his head was tilted like he was trying to listen to something, or was watching Spencer's face carefully.

Looking at Peter slowly brought back Spencer's other senses. For the first time, he realized that Peter was talking, his voice a low and steady murmur that was meant for Spencer's ears alone. "…gonna be okay, man. You're gonna be all right. I just need you to focus right here on me. Can you do that, Spencer? Just focus right here on me. Feel my hand. I've got you and I'm not going anywhere, all right? Just, focus right here."

Though he didn't have the words yet, Spencer had enough in him to flick his eyes up to Peter's, catching his gaze briefly before looking away. It was enough to let Peter know he could hear him, though. That he was listening.

The worry Spencer felt faded a little and that strong, steadiness grew a little more until it shifted into something that Spencer had felt in himself before. A kind of protectiveness that came when someone was hurt and you wanted to help make it better. "That's it. Just listen to me and forget about the rest of it, all right. It's just you and me in here." When that had Spencer's eyes darting towards the chair where May had been – when had she left? – Peter picked up easily on his unasked question. "She went to go to the store and get a few things, give us some privacy. She said the last thing you needed right now was someone else in the room."

Well, at least he wasn't making an ass of himself in front of everyone, then. Just Peter.

The nausea that Spencer had picked up before came back now with a vengeance. Whoever had been feeling sick had finally lost their battle with it. The sensation had Spencer's stomach clenching in sympathy and he had to fight not to start gagging.

Peter looked like he was having the same problem, at least briefly. Then he was giving Spencer's hands another squeeze. "Hey, hey, don't pay attention to that. Trust me, man, if you're picking up anything like what I'm hearing, you really don't wanna focus on that. It sounds bad enough. I don't want to even _think_ about what it feels like."

"Terrible." Spencer rasped out. He still felt the strong urge to gag and was fighting it, hard. "It feels terrible."

"I bet it does. That's what you gotta turn your focus somewhere else. Bring it here – right here on me. Tell me what I'm feeling right now, Spencer."

A shiver ran down Spencer's body and he shook his head. "I don't _w-want_ to feel."

The hand on his squeezed again. "Yeah, I know. Trust me, man, I really do. With my senses as strong as they are, they get really outta whack sometimes and it's overwhelming. It's like, I'm pulling in too much input when all I want is _no_ input. But, I learned that focusing on _one_ thing kind of helps block out everything else. Mr. Stark taught me that. I'm betting it's gonna work the same for you, too. So, focus right here on me. Tell me what I'm feeling. Every detail that you can."

"Th-that's… extremely invasive." Spencer managed to say.

He was rewarded with a low laugh from Peter. "I'm sure I'll survive with my modesty intact."

If it were anyone else, if this wasn't a _fifteen year old boy,_ Spencer might've tried to give another comeback. He'd been getting better at those. Spending years as friends with Derek had taught Spencer to let out his inner sarcasm a little more than he once had. But any replies that Spencer could come up with that he might've used if this were Derek weren't ones he felt comfortable saying to a teen. So he forced them to stay inside and instead focused on what Peter was asking. Right at the moment it was the only solution either of them had and Spencer was willing to try anything to get this all to _stop_.

"You're… you're warm." It was the first thing that Spencer could think of. Peter's emotions _were_ warm. Easy. Closing his eyes, Spencer tried to focus on them, using his hold on Peter's hand to help focus him. "There's, um, there's worry. F-For me?"

He could hear the smile in Peter's voice as he said "Yeah. Sorry, can't really help it."

Spencer shook his head. It was fine. He didn't mind the worry. He'd be worried too if he were in Peter's shoes. "You're nervous." It was the next thing he could pick up. Nerves, definitely. That was something Spencer was familiar enough with to easily recognize. As was the next one. "Curious. Really, really curious."

"I've never encountered anyone with empathy before. When you're feeling better, I'm gonna have, like, a million questions. So, yeah, be prepared for that."

Despite the situation, a small smile tugged up one corner of Spencer's mouth.

The more he focused, the easier it became. The warmth of Peter's emotions was working to chase away the others like a fire fighting against the winter chill. "I… I don't know what the next one is." He admitted, focusing on the other strong emotion he didn't really have a name for.

"What's it feel like?"

"Good." Spencer said softly. "Nice." _Safe_.

"Focus on that one, then. Focus all you've got on it and hold on to it tight until everything else is just gone."

That was easy enough. Spencer could feel the other emotions threatening to slip in and he wasn't eager to let them in again, so he reached out and focused on that different one, the safe one that was coming from Peter. He held on and let it fill him as the two of them stayed perfectly still. Neither one moved until Spencer's breathing was once more under control and tension had faded out of his body. Unfortunately, the loss of that tension seemed to take the rest of his energy with him. Whatever boost he'd gained for pulling in the electricity earlier in the day was gone now. His body slumped down a little into the ridiculously comfortable couch. He might've actually pitched forward a bit if Peter hadn't reacted quickly and caught him, helping him to sit back instead of forward. It put Peter on the couch right at his side. "Woah there. No nosedives off the couch. Trust me, it's not anywhere near as fun as it looks. I'm speaking from unfortunate experience on that one, let me tell you. Almost broke my nose."

The senseless chatter relaxed Spencer a little bit more. His body relaxed even more and he was surprised to find that it was hard to open his eyes. Either he was still affected by what had brought him here, or using his powers took a lot more out of him than he'd expected. It felt like someone had pulled the plug on him and all his energy had just drained away.

Peter's hands vanished off of Spencer and the couch shifted as the teen got up. When Spencer cracked his eyes open, he found Peter doing something near the TV. His eyes slid closed again.

A second later there was the sound of music in the room and Peter was back on the couch and something warm was being laid over Spencer. He snuck another look to find that Peter had put a movie on and was sitting on his end of the couch like it was no big deal that Spencer had just freaked out and then was essentially passing out beside him. It was something that Spencer would worry about later. Someone seriously needed to talk with Peter about his easy trust of things. It was going to get him hurt.

For the moment, Spencer put that in the back of his mind, the exhaustion getting heavier. He didn't try and fight it. Peter had proved trustworthy so far. With one last sigh, Spencer let go of his control and slid down into the soft embrace of sleep.

* * *

The two teens were still on the couch when May got back. The movie was playing at a low volume and the lights had been shut off, all except for a lamp in the kitchen. A hint of webbing left on the switches made it clear how that had been accomplished. Peter looked up as the door opened and his aunt came inside. She peeked into the living room, obviously worried about what she'd find, only to freeze at the sight that greeted her.

Peter tried not to blush. Some point after Spencer had fallen asleep, he'd drifted his way closer and closer to Peter until he'd ended up half plastered against him. What else could Peter do except tuck an arm around him? It was the only way the both of them were going to be comfortable! It'd seemed logical, despite the way it'd made Peter blush. He'd always been tactile; more so since becoming Spiderman. Ned usually indulged him in it but he wasn't quite up to this level. It felt, good, curling up with Spencer like this.

Moving quietly, May came in the rest of the way and shut the door behind her. She had one bag slung on her arm and a wide grin on her face. "I see you got him settled in."

"This, this was all him!" Peter hurried to tell her, his blush getting deeper. "He's like a, a _ninja-sleep-cuddler_. He just kinda latched on while he was sleeping and I couldn't just shove him off, not after I finally got him to calm down, and…"

May cut him off before he could ramble any further, thankfully. "Peter!" She shook her head at him as he fell quiet. "You're going to wake him up if you keep rambling like that, and that poor boy looks like he needs all the sleep he can get."

It was the truth. Despite having slept so long already, exhaustion had been clear to see on Spencer's face and in the rest of him. The bags under his eyes had deepened as the day went on and his hands had taken on a slight tremble. His blinks had been longer and longer, too, like he was fighting to keep his eyes open. Then, that thing with his empathy getting out of control, and what little energy he'd been running on had just vanished.

Peter looked down at him now, at the tension that sat in his face even during sleep, and he couldn't help but think about everything they'd learned today. Everything that Spencer had told them. "Do you believe him?" He asked quietly, never looking away from Spencer's face.

There was a moment of silence before May answered him. "Do you?"

"Yeah." The answer was easy for Peter to give. Maybe it was stupid and maybe he was being naïve; either way, he couldn't look at Spencer and _not_ believe him. There'd been too much heart in his words. Too much real pain.

He heard May sigh. "Me too."

"Are we doing the right thing, not calling Mr. Stark?"

He looked up as May made her way over to him. She sank down onto the arm of the couch, leaning against the back and bringing her hand up to thread in Peter's hair. It was a gesture she'd done countless times before. One that would always spell comfort to him. He relaxed into it, enjoying the feel of her slightly chilly fingers as they tugged at his hair. "I don't know, baby. But," For a second she paused, gathering her words, and Peter snuck a look up at her only to find that she was watching Spencer, her gaze unreadable as she looked at him. "I do know that we can't force him to get help. To go from being an adult, one with an important job and everything, down to being a teenager, he's gotta be feeling like he's lost control. We can't take away what little bit he has. Even if we don't like his choices, we need to support them."

Those words struck a little too close to home. Peter closed his eyes, turning his face towards his aunt until it pressed against the cool material of her shirt, still not warmed up yet from her trip outside. He didn't say anything; what on earth could he say? Silence fell over the living room as Peter and May both got lost in their thoughts; thoughts that circled around the sleeping boy with them and their worries for what the future might hold.


	4. Chapter 4

There were brief memories of being woken up at some point and someone shoving food at him. Spencer was sure he'd eaten a bit of it, too, a scary thing to think about the next day. Just eating food that had been shoved at him. After that, he knew he'd been nudged somewhere, and Peter's voice had been right there by him. Low and gentle, just like his hands, guiding Spencer down onto something soft. "I'll take the top bunk." Peter told him, pushing Spencer down onto something. There'd been other hands there and they'd tucked him in.

Spencer thought he remembered Peter, sounding so worried, asking "Do we need to get him to a hospital? This, it doesn't seem right."

"No, no." Another voice had answered, just barely there as Spencer started to drift again. "He went through a lot, honey, give his body time to recover."

After that there weren't really any memories. Just, the warm softness around him and then blessed sleep.

Morning found him lying in the bed in Peter's room once more. A bed that he felt idiotic for not realizing yesterday was a _bunk bed_. The exhaustion that had plagued Spencer yesterday was pretty much gone, though there was a roaring hunger that was growing in his stomach. Opening his eyes, he stared at the dark wood of the bed above him. There were at least three blankets over him, wrapped around him, and he snuggled himself down into them for a moment more. They were soft and warm and he didn't want to move. _If only Morgan could see me now_. The thought floated across his mind and had him grimacing and wanting to chuckle all at the same time.

Derek would've been worried as hell about Spencer right now, but he also would've enjoyed the opportunity to tease him. He was one of the few people who would've been able to do it, too, without hurting Spencer's feelings.

As the teen lay there, he thought of his best friend, and he ached.

Eventually, laying there wasn't doing him any good anymore, his thoughts getting a little too deep, and Spencer knew it was time to get up. When he sat up, he found a change of clothes on the desk, as well as a folded towel, and the prospect of a shower was enough to get him up and moving. His empathy – that was _never_ going to stop being strange! – felt a bit sore, like he'd overworked a muscle or something, yet when he pushed at it just a little he found that Peter's presence was out towards the kitchen and there was no sign of May. With that in mind, he didn't hesitate to scramble through what was a surprisingly clean room, only a few loose articles of clothing on the ground, and out towards the direction of the bathroom.

Getting a shower helped his settle just a little bit. When it was done, Spencer found that some things did look a little better than they had before. He knew that he was more prone towards anxiety and panic over some things, but he also knew he was the type to process the surface of it quickly and internalize the rest. A night of sleep seemed to have helped him find that ability again. As he showered that morning – very clearly _not_ looking at himself as much as he could get away with – he reminded himself that whining and freaking out would do absolutely nothing to change his circumstances. The best course of action here was to try and find his way home and, while he waited, cope with the hand he'd been dealt.

Peter seemed to be on the same page; at least, the coping part of it. He ambushed Spencer once the young genius was done with his shower and went to join his host in the kitchen. "There you are! Awesome, I just got done making breakfast. I hope you like pancakes." Peter hustled Spencer over to the table where two plates were already waiting. He didn't stop talking, even as he dropped down into his own chair and made a gesture for Spencer to take the other one. "May's at work already. She's a nurse, so she's got some strange hours. But with her not here, I was thinking this and I figured that, if you're gonna be stuck here a while, we should probably help you get control of things so you don't end up accidentally electrocuting people or knocking out the power or making things blow up. May would be _pissed_ if we blew stuff up."

The rapid-fire words had Spencer pausing with his fork halfway to his mouth. It was rare that he was on this end of someone rambling. Usually, he was the one doing it.

Then Peter's words really sank in and Spencer was surprised to find that he was… intrigued. He put the bite of food into his mouth and chewed it slowly as he thought over Peter's suggestion. Finding some sort of control was a good idea if he was going to be stuck here for a while. The last thing he wanted was to end up hurting someone or getting himself constantly exhausted the way he had yesterday after that little mishap with his empathy. Finishing his bite – of rather delicious pancakes, by the way, he was really going to have to find out how Peter made these later – he tilted his head to look at the other teen. "How would we practice control?"

Peter's eyes lit up and he straight-out _beamed_ at Spencer. He looked like someone had told him Christmas had come early. "I know a few places not too far away that are mostly abandoned. They're a bit far away from people, too."

Secluded, away from people, abandoned. That sounded like the perfect place. To his own surprise, Spencer found his lips curving up just a little. He gave a nod as he cut into his next bite. "Sounds like a plan to me."

"Cool!" Peter exclaimed. A second later he was blushing, embarrassed by his own enthusiasm.

Spencer couldn't help himself. He shook his head and laughed as he cut his next bite.

* * *

Getting from Peter's place to wherever they were going proved to be a bit more interesting than Spencer had thought. "We can't exactly take a cab over there." Peter pointed out to him. "That's expensive." Which, okay, Spencer could understand that, especially for a teenager who was living in a place that might be homey and well-loved but was also clearly in a cheaper part of the neighborhood. However, Peter's alternative for a cab ride, or a bus, or _walking_ , was something that Spencer wasn't entirely sure he was comfortable with.

"You want us to do _what_?"

"It's super easy." Peter hurried to assure him. Then he was pulling out his phone, holding it out for Spencer to see, and, oh God, Spencer was going to be sick. He was seriously going to throw up the pancakes he'd had because there was Peter, right there on that little phone screen, and he was in his Spiderman costume and was _swinging through the air._ On webs. Synthetic spider webs that he, himself, had made. He was firing them from his wrists as he swung through the air from building to building. "They're totally safe." Peter said, when Spencer just gaped at the phone. "I do it all the time. I've even carried Mr. Stark a time or two in the armor."

"If you think that's reassuring, you might want to check again."

The half-dazed sounding words had Peter actually laughing a little bit, the little shit. Some of Peter's shyness seemed to be fading away the longer that he and Spencer were together. Whether it was because he was getting comfortable with Spencer, or because Spencer _looked_ like a teenager, or what it was, it was still sort of nice to see Peter lose that nervous edge to him and relax a little. There was a spark of humor in his eyes and his words as he told Spencer, "You sound like an old man."

Spencer watched as the video switched over to a different one, this one showing Peter _catching a car_ with his bare hands, _God_. He had to lift a hand and press it against his stomach to keep from throwing up. "I suddenly feel like one."

Again, Peter laughed, because he was a little shit like that, as Derek would put it. He seemed to just sort of take it as a given that this was how they were going to be going out now, closing out the video and putting his phone in his pocket, and he moved on to the next problem on his list. "If we're gonna be swinging there and you're going to practice your powers, we should probably figure out a way to keep your identity hidden."

This time Spencer's stomach churned for an entirely different reason. "Yeah. Yeah, that'd be good."

"I might have something in here from when I started. Hang on."

The 'something' that Peter ended up having in there turned out to be a _ninja mask_ from an old Halloween costume. Spencer stared at the bit of cloth dubiously. "A ninja mask."

Completely unconcerned, Peter shrugged one shoulder. In Spencer's mind there was a hint of something that was flavored like a sharp, crisp apple, sweet and a bit tangy, that let him know just how amused Peter actually was. "It was either that, or you could go out in my Darth Maul cosplay Ned and I made. I figured you'd rather the ninja mask."

"I wouldn't say no to the cloak."

It was kind of worth sounding like a nerd to see Peter's surprise. He obviously hadn't expected Spencer to admit that, more than likely thinking that he'd get mocked for having a cosplay. If only he knew about the costumes that Spencer had at home from various cons he'd gone to with Penelope. They always had so much fun at those.

Thinking of her brought a pang to his chest. One that he resolutely pushed away. "If we're going to do this, we should probably get going." That said, he pulled the mask on, sliding it down over his face until everything was covered except the strip right over his eyes.

In short order Spencer found himself dressed in another pair of borrowed clothes. Dark jeans and a black t-shirt, over which Spencer ended up actually wearing the Darth Maul cloak, which was a lot nicer than he'd expected for a teenager's cosplay. It was long, warm, soft, and had a nice hood to pull up over his head. It also buckled around the waist, which Peter said was a plus because it would keep it from blowing around them as they went. "You're gonna get warm in that." He warned Spencer, though. "It's only August, we haven't even started to cool off yet."

"I'll be fine." Spencer reassured him. Whether it was true for this body or not – who knew what to expect – Spencer had grown up in Las Vegas. He knew how to handle heat. While his clothes might be warm, he could handle it for the duration of their trip.

Shrugging, Peter got himself ready as well, pulling on a suit that was different than the one he was wearing when Spencer first met him, and at Spencer's strange look he told him "This is what I used to wear before Mr. Stark gave me an upgrade. I figured, if we're not telling him about you, I probably shouldn't bring the suit. He's got too many ways of watching me in them."

Spencer had to fight hard to push aside his horror at the idea of Peter going out and fighting in the outfit he had on that looked more like a set of pajamas than anything else. He closed his eyes and pinched at the bridge of his nose. "I'm going to blatantly ignore the fact that you fought crime in nothing more than a glorified pair of pajamas."

"You know, you really need to stop sounding so much like Mr. Stark. He says I give him chest pains." Peter said, just a bit of annoyance creeping into his tone, and Spencer's opinion of this man he'd never met went up a little. "I did the best I could with the budget I had."

It was on the tip of Spencer's tongue to point out that Peter didn't have to do anything. That he could've stayed at home and _not_ gone out to potentially get himself killed trying to help everyone else in the world. Through sheer willpower he managed to keep those words inside. "I'm sure you did, Peter." He said instead. Then, dropping his hand away from his eyes, he gathered up what calm he could. "We should probably get going if we don't want to end up being out the entire day."

That was how Spencer found himself up on the rooftop with Peter, actually clinging to the teen's back as Peter took a running start and leapt from one rooftop to the next.

Riding him like a child wasn't exactly the most dignified of moves and Spencer was far from pleased over it. Still, he was smart enough to acknowledge that he was smaller than Peter and, with Peter's strength, probably weighed next to nothing for him. Riding like this would also allow Peter to keep his hands free for his web-slinging. He didn't seem to mind or even really notice when Spencer locked his limbs tight with the first jump. How he kept from choking Peter was a mystery. The teen didn't seem to be bothered by Spencer's hold at all. When he'd first squatted down, letting Spencer up, he'd been the one to use a hold on his thighs to pull him up higher, and to actually reach up and tighten Spencer's grip on his neck. "Don't let go!" was the only warning he gave before they were off.

Jumping from one roof to the next was a terrifying yet slightly exhilarating feeling. Peter's slender body was strong and obviously powerful underneath his, and his excitement was easy for Spencer to feel while this close to him. The more they ran, the more that Spencer found himself wanting to laugh from the sheer joy that Peter felt. The young genius was so caught up in it, he only barely felt his own panic as Peter warned him "All right, hang on!" and then launched them into the air.

The whole world seemed to stop existing as Spencer clung tight to Peter's back. There was a slight jerk when Peter's web caught and their weight landed on the line, only it was much smoother than he'd expected and was quickly forgotten with the _awe_ of swinging along that line, one web to the next, their bodies racing through the air. The wind whipped Spencer's hood off yet his mask stayed in place. There was no way anyone would be able to see his face – no way they'd be able to see the bright smile that lit him up.

Peter was nothing but joy as he swung them through town, and Spencer couldn't help but feel it all. It was enough to push down his own fear. He kept a tight hold on Peter and laughed with the joy of their flight. The day was warm enough

When they finally landed in a rundown, empty looking part of town, Spencer was beaming. His legs shook as he slowly lowered them to the ground. Peter kept a hold of his arm long enough for Spencer to get steady and then let him go at the same time Spencer uncurled his arms. The two faced one another and Spencer just knew Peter was beaming as much as he was. "So, what'd you think?" Peter asked him.

Spencer's smile grew until he knew it crinkled his eyes. "That was _amazing_ , Peter. I can see why you love it so much. That was…" There were no words for it. Spencer's heart was still pounding from the excitement of it! He wondered what it would feel like to do it without the masks, to be able to feel the wind on his face and in his hair.

"Yeah. I think it's one of my favorite things about all this. I love it."

"I can see why."

A shifting in the mask told Spencer that Peter had to be grinning at him. "Who knows, maybe you'll end up doing something just as cool." That said, he turned towards one of the many nearby warehouses, all of which looked old and broken. "Come on, let's go play a bit."

As Spencer followed at Peter's side, he slanted a look at the other teen. "Do you have some sort of plan for how we should go about this? I'll readily admit, when it comes to training super powers, I'm at a bit of a loss." And, seriously, he could write that at the top of the list of things he'd _never_ thought he'd say in real life!

The two went towards a door at the side of the building. Peter stopped, testing the door and finding it obviously locked. Without hesitation or even any signs of real effort, Peter gripped the knob and pushed, breaking the door. He walked inside, still talking, not even noticing Spencer gaping a little behind him. "Well, everyone's powers seem unique, so I mean I can't just say 'hey, do this'." Still, Peter turned around and walked backwards into the room, carefully watching Spencer as he did. "Maybe we should work on, I don't know, controlling what you already know how to do, seeing the limits of those. We know you can put the charge on and off of your skin. We know you can call some sort of electrical energy from you and from the things around you, and that you can return it."

"I also made it solid. Something even you could touch." Spencer added in.

Peter gave a small nod. The two of them stopped in the middle of the room, facing one another. "We should test the difference between those two, plus what can be done with them." He took a moment to look around the area before he seemed to find what he wanted. With a rather impressive jump, he caught one of the rafters above him and swung the rest of the way up, landing easily on his feet. Then he jumped from that one to the next, and the next, until he was in the middle of the warehouse. A second later, webs went flying from his hand to latch onto – a large metal barrel. Spencer watched, impressed and a bit awed, as Peter hooked three barrels and used his webbing to attach them to the rafter he sat on. Then he was jumping back down and landing easily on the ground just a few feet away from Spencer. "There. Make one of those energy balls you made yesterday, before you turned it solid, and see if you can throw it at one of those."

It'd only taken the first barrel for Spencer to realize what Peter was doing. It was a smart idea. Not only would it see what his energy could do, and how it'd react if it hit something, it'd also test his control. Still, as Spencer shed both mask and cloak and gathered energy from around him, even finding some old remnants in this mostly dead building, he couldn't help but grumble. "That implies I have aim."

He should've remembered. Super senses – super hearing. Peter snorted in good humor. "Guess we'll see if that kind of stuff improved with your mutation, too."

That was something Spencer had already thought of. Lifting his hands, he rolled the energy around as it gathered, just as fascinated as before at seeing it all, feeling it, shaping it into what he wanted. Crazy though it might all be, there was a part of him that was endlessly fascinated by the idea of a mutation like this. "You know, while I might say I have slightly better sight or hearing, I wouldn't go so far as to call them enhanced. It might just be my current age compared to the one I'm used to. I mean, I definitely still need reading glasses. But," As the power in his hands and body grew, and the world around him came into much clearer detail, he felt a small thrill. "I think it's pretty safe to say they're quite enhanced while I'm embracing the electricity. I can hear quite clearer now, and everything has come into a sharper focus." He could hear Peter's breathing, the shift of his clothes when he moved. He could _feel_ the natural electricity that coursed inside of the teen's body.

Okay, yeah, that thought was a bit disturbing. Spencer ignored it in favor of focusing on what he should be doing. He locked his eyes on the target he wanted and then, drawing his hand back, he didn't so much throw the energy forward as fling his hand that way and _will_ it forward. The ball he'd made shot from his hand like a streak until it collided with the barrel perfectly. The two teens watched in surprise as the energy hit it and blasted a hole in the side of it. Though Peter couldn't see, Spencer's eyes were able to see the way the electricity raced through the metal and up into the rafters. Anyone touching that would've been hit with what he was guessing was a shock similar to a taser.

Huh. He hadn't put much power in that, and it'd managed to put a hole in the metal barrel. Maybe, if he added a bit more… Spencer gathered up another ball, faster this time, and packed just a bit more energy to it. When he flung this one, he and Peter watched as it hit what was left of that first barrel and then… _exploded_.

Bits of metal went flying through the air. Peter jumped back and Spencer instinctively threw his hands up to protect himself. Power echoed inside of him and all around him and he felt as something hit right in front of him, almost like it was right on him just minus the pain, and then, nothing.

"Woah." Peter said lowly.

Spencer opened his eyes, ready to echo that sentiment, when he found something he hadn't expected. Where he'd thrown his hands up, there was now a dark blue, solid shield of energy. Now that he noticed it, he could feel it too, feel the way he'd pushed that energy out and how it'd formed into a nice, curved shield that had neatly protected him from any falling debris. "Wow."

"Wow is right." Walking forward, Peter once more showed his lack of fear, reaching out to touch the shield. Spencer didn't panic this time like he had the last time. He held still and let Peter's hand press up against it. When Spencer flinched a little, surprised, Peter tilted his head. "Can you feel that?"

Spencer licked his lips and nodded his head. This was so strange. So very strange. "Yeah."

" _Awesome_."

The scientist in Spencer had him drawing his hands back, shifting them this way and that to test how well the shield moved with him. It followed each movement of his hands. When Spencer tried to draw his hands away, to lay them at his sides, the shield started to draw back inwards, slowly fading. He furrowed his brow and focused, trying to hold it there, but without his hand to direct the shield it wouldn't stay in place. He could drop one hand, but not both of them. Peter stood by his side the entire time, just as fascinated as he was.

As Spencer used his hands to mold the shape, growing the shield out to cover the both of them and then drawing it back in, Peter surprised him by saying "You know, with as solid as it is, I bet you could ride this."

Spencer's head snapped up and he twisted to look at Peter. "What?"

"Yeah! It'd be like, the most amazing hoverboard. Or, I don't know, something like that. Dude! You'd be able to _fly_."

 _Fly._ Not quite like Peter and his webs, not that swooping freefall that twisted his guts and left him laughing. This would be different. This would be him, on a skateboard of energy, flying through the air. Spencer stared at the energy in front of him and thought it through. He hadn't even contemplated that idea before. It was definitely solid enough for him to stand on, and it took barely any thought to move it or maintain it. Heights had never been a phobia of Spencer's, either, so he had no issue with the idea of going up in the air. The scientist in him, or the teen – maybe a bad combination of both – had him adjusting the shield before he'd even really made the choice. He solidified it a little more, giving it better substance, and then adjusted the size to something that was like a skateboard, only twice the width. Big enough for him to be able to easily brace himself on. Then he shifted the board down to the ground until it was at the perfect height for him to step up on it.

Oh, this was reckless, and it was dangerous, and Spencer found he wasn't quite sure he cared. A smile was starting to grow on his lips as he put first one foot and then the other up on it.

"How's it feel?" Peter asked.

After a few testing movements and bounces, Spencer looked up, not even realizing that he was grinning. "It's just like standing on the ground."

"See if you can get some air."

All that took was a bit of thought and Spencer found his board rising in the air. He wobbled for a second, not quite sure how to keep himself steady. It took a shifting of his left leg, plus a hint of energy added at the soles of his shoes, and not only did he hold himself better but the board kept hold of him. Spencer brought himself up a little more and then shifted his weight, sending himself to the right in a slow circuit around the room.

Peter was beaming just as brightly as Spencer was as he watched Spencer grow more and more comfortable as he zipped round the room, here and there, up and down, testing the curves and turns and all those important things that really just translated to _having fun._ Flying on this was as easy as thinking. The amount of energy it required to maintain it was almost nothing. It didn't feel like it drained him, the way that throwing that little ball had. This was more like breathing. Natural and easy.

When he landed on the ground, jumping down with a whole lot less grace than Peter had done his own jumping earlier, he couldn't wipe the smile from his face. "That was amazing!"

"You're totally flying us home." Peter told him.

A laugh bubbled up Spencer's throat. Despite everything, despite the whole shitty situation that he still had no clue how to solve, in that moment he found himself laughing in a way he hadn't for what felt like years. In that broken-down warehouse on the outskirts of New York, the two teens played around with their powers and Spencer forgot, just for a little while, about the trouble he was in and the mess that his life currently was. He forgot all of it and let himself enjoy things, just for a little while. His problems would still be waiting for him later, he knew. For now, as he and Peter experimented with his powers, he was just going to enjoy himself.

* * *

Of course, their play couldn't last all day. Eventually the two of them had to head back to Peter's apartment. Spencer flew them home, just as Peter had demanded, and it was even better than flying on the webs had been. Spencer felt so much more alive than he could ever remember feeling before. On his little platform, with Peter standing behind him and holding on tight, Spencer flew them through the city and close to Peter's home, dropping them down onto a roof just blocks away. Then the two raced, together, Spencer's grip on his powers allowing him to keep his enhancements, his body moving faster and easier than it ever had.

When they slipped in through Peter's window, Spencer clinging to Peter's back, they were greeted with the smell of Thai food and May's voice calling out "Boys! Is that you?"

"It's us, Aunt May!" Peter called back. He lowered Spencer to the ground and then dropped down himself, barely making a sound as he did. How May had known they were there was a mystery Spencer doubted he'd ever understand. It was just another of those things he chalked up to her being a parent.

"I brought home dinner. Why don't you boys come eat and tell me what you've been getting up to!"

Peter pulled off his mask and dropped it down to the desktop. "Be out in a minute!"

It was almost, homey, getting out of their costumes and heading out to join May in the living room for some takeout and conversation. May didn't seem the least bit bothered by the things that they told her – and Peter was babbling almost constantly about the things that Spencer had done and what they'd learned. She asked questions, encouraged Spencer to tell her himself, and smiled at them through it all like she was proud of what they'd done or something like that. It was a strange sensation for Spencer. He wasn't quite sure what to make of her, and he told Peter that later on when they went to bed for the night.

Peter just laughed at him as he made his way to his closet. "You get used to it. May's not like most people."

"She's a wonderful woman."

"Yeah, she is." A soft smile crossed Peter's face. Then he was ducking into his closet and coming out with… his suit?

From his perch on the bed, Spencer tilted his head and studied the boy in front of him. What was going on?

As if he was able to read the question on Spencer's face, which was likely, Peter shrugged one shoulder, though he avoided looking at him. "I kind of skipped out on patrols lately. I won't be out long or anything! But, I need to go and check things out. Just, look around, make sure nothing big happened while I've been gone."

The idea of watching Peter go out there alone, in just that thin little suit that Mr. Stark had made him, without any sense of backup, it made Spencer's stomach clench up. What if something happened to him while he was out there? What if he came across another strange person like Spencer, only this time it wasn't someone nice? They could hurt him and no one would ever know. Sure, Spencer knew that Peter was strong, and fast, and he knew that he had what he called a 'Spidey sense' – as much as Spencer had showed his powers today, Peter had talked about his, letting Spencer know a lot more about what he could do – he was still a kid. A fifteen-year-old – "Almost sixteen!" – kid who was going to go out and fight crime _alone_.

Before he even realized what he was doing, Spencer blurted out "Let me come with you."

That was enough to freeze Peter in place. He had the suit on and had been in the process of pulling on his mask when Spencer spoke. Now, he looked up at Spencer, eyes wide with surprise. " _What_?"

"I'm not saying I want to come fight." Spencer hurried to tell him. "I just, I meant, let me come and watch. I'll stay out of your way unless absolutely necessary." He knew if he told Peter that he was coming out there to watch his back, to make sure he wasn't hurt, it'd hurt his pride and likely he'd storm out of here just to prove that he wasn't 'just a kid'. That was why Spencer held those words back and instead went a different route. "I want to… to see what it is you do. You've told me all about it. I just, I want to see it. See you."

He knew he'd made the right choice when he saw Peter relax a little. There was a brief hesitation and then Peter looked at his mask and back up at Spencer. "Karen's going to be able to see you. She'll probably tell Mr. Stark I'm teaming up with someone."

"Karen?"

"The AI in the suit."

The fact that there was an AI in there actually made Spencer feel a little better. Peter had talked a _lot_ about Mr. Stark today, and about the Avengers, so Spencer knew a bit more than he did before. He knew how intelligent this Tony Stark was and some of the amazing things he'd done. He knew that Peter considered him one of the most brilliant people around. Just as he also knew, though Peter never came out and said it, that Tony Stark was more like a father figure than friend.

"I'll slip out first." Spencer said, answering Peter's concern. "I'll go up on the roof and head down a few, meet up with you there. I can even keep my distance. We'll just have to pretend like we don't know each other, that's all." It was a flaky sort of plan, but it was the best he could come up with. Though he couldn't explain why, he knew he couldn't just sit here while Peter went out. Even if the teen told him no, Spencer was going to follow him.

Peter must've realized the same thing because he sighed and nodded. Then he lowered his hands until the mask was no longer in front of his face. "Just, keep close, If something happens, shout for me. I'll be listening, all right?"

"Of course."

Hurrying, Spencer threw on the dark clothes from earlier, plus the mask and the cloak. They were enough to keep his body hidden so people wouldn't see him unless he wanted them to, or unless he pulled out his energy. Once he was ready, he climbed up into the window, checking with his empathy to make sure no one was close enough to see before he made his energy board and stepped out onto it, riding it up to a nearby roof. There, he settled in to wait, wondering to himself what the hell he was doing.

He watched for a few minutes until he saw Peter on the roof, running as he had earlier that day, taking off and getting a few apartments away before he used his webs to fly. Once he was in the air, Spencer blew out a breath and made himself a board once more, solidifying it and darkening it in the hopes it wouldn't be too noticeable. Then he hopped on and hoped to God above he wasn't making the biggest mistake of his life. With a final hope that this whole night wouldn't go terribly wrong, he set off after Peter.


	5. Chapter 5

After the craziness of the past couple of days it felt amazingly good to get out in his suit and swing through the city again. Even though the night was pretty empty so far – he'd stopped two muggings and helped a woman who'd been lost in the wrong part of town – being out here was still amazing. It was a feeling Peter knew he'd never get tired of. Moments like these were when he knew he wouldn't ever give up the role of Spiderman. It was too much a part of who he was. He didn't know how he'd live a life without it anymore.

Though admittedly, it was a little strange working tonight, knowing he had an audience. One that he couldn't risk watching or talking to.

Only once or twice had Peter even caught sight of Spencer. For someone who was new to their powers and pretty new to _flying_ with them, he was proving pretty damn good at hiding out. It was pure luck that Peter managed to catch a glimpse of his light once or twice out of the corner of his eye. Hopefully, just because he'd seen it didn't mean that Karen had seen it. Or Mr. Stark.

That had Peter grimacing a little as he landed on one of his favorite rooftop perches. This was a great place to sit and wait and listen for any sort of trouble around him instead of just blindly searching. As he settled down on the edge of the roof, one leg dangling down and the other curled under him, he sighed a little to himself. Aunt May said they had to respect Spencer's decisions when it came to telling Mr. Stark or anyone about him. "He's a grown man trapped in a kid's body in a world that isn't his" May had said. "We've got to respect his choices, baby, not take them away from him."

It made sense. Peter couldn't imagine what it felt like to be an adult and then be forced back to being a teenager; especially one that looked even younger. Most people looked at teenagers and saw someone who wasn't a kid but still wasn't capable yet of making adult choices. If he were Spencer, that'd be the last thing he'd want to deal with. Plus, well, it wasn't like the fear of being discovered, of something happening to him because of all this, was exactly unfounded. Peter wasn't stupid. He knew there were mutants that just 'disappeared' off the streets. There were lots of groups out there that were happy to get their hands on someone with powers. Make it a person who not only had powers, but who was young and who technically didn't exist? Yeah, no. Peter could understand Spencer's fears completely. He knew there were some serious threats out there. Hell, he'd met Deadpool, he'd heard some of his story. That right there was enough to convince him of just how dangerous these groups could be.

But Tony wasn't like that! He'd help them, Peter knew it. He was always willing to help Peter with things. Ever since the fiasco that had been the Vulture, Tony had been a whole lot more involved in Peter's life, often texting him personally instead of having Happy take care of things. He'd help Peter and Spencer.

It wasn't his choice, though. Peter reminded himself of that as he gave another scan of the area around him. He folded his arms on his knee and bent down to rest his head there. This was Spencer's life and Spencer's choice. Peter had to support it, even if he didn't like it.

Someone gave a pained shout off in the distance. The sound of it had Peter's head snapping up. "You hear that, Karen?"

"Indeed, Peter." Karen answered him. "It appears to be coming from twelve blocks east of here. Plotting quickest route."

A grin split Peter's features. "No need." With a laugh, he pushed himself off the building and let the air flow around him in an exhilarating fall before he shot out a web and caught himself, swinging off in the direction of the noise. There'd be plenty of time for introspection later. Right now, he had a patrol to do and people to help.

* * *

The night's patrol ended just a little bit earlier than it usually did. All things considered, Peter was pretty pleased at how the whole thing had gone. No one died, no one was even seriously hurt, and the bad guys had been webbed up and left there for the police, who he called from the criminals' phones. Peter was grateful nothing more serious had happened while Spencer was around. Despite his whole 'I'm only going to watch' thing, there was no doubt in Peter's mind that he would've tried to step in if he thought that Peter needed the help. That thought probably shouldn't have made Peter feel as good as it did.

So all in all, it'd been a good night, and Peter swung home rather happy. He'd caught the bad guys, helped some people, and he hadn't made a fool of himself even once.

He may or may not have tried to show off a little bit. If Spencer wanted to come out and see what he was doing, the least Peter could do was put on a show for him. He tried to move a little more gracefully, make his quips a little better, things like that. Just so Spencer would see he could handle himself, though! That was the only reason.

Somehow, he didn't quite believe himself.

Peter was the first one to make it home, and he was already out of his suit and in his pajamas when Spencer came in through the window. The fact that the guy was wearing a Halloween ninja mask and a cosplay jacket didn't really deter from the whole 'dark and dangerous' look that he had going. Though the clothes couldn't change his size, they hid away all the parts that showed who Spencer really was and it made him look, dangerous. _That really shouldn't be a good thing_ , Peter thought to himself.

As soon as Spencer was on his feet and straightened up, he pulled the hood back and the mask off, showing the smiling face underneath, and just like that any hint of being dangerous was _gone_. There was no way someone could think Spencer dangerous. Especially not as he _beamed_ at Peter. "Peter, that was absolutely amazing! You were _magnificent_ out there!"

Color heated Peter's cheeks. He dropped his gaze and reached one hand up to rub sheepishly at the back of his neck. Showing off was one thing. These kinds of compliments were something else entirely. "Ah, thanks?"

"You're welcome." Spencer pulled off the cloak next and went to hang it up in the closet. He never just dropped things on the ground the way that Peter did. "I was both terrified and impressed in equal measures."

"Terrified?" Why was he terrified?

Spencer turned around to face Peter now that the jacket was hung up. It left him in dark clothes, which didn't quite suit him. The look on his face, though – Peter wasn't sure what it was. Just that it was sort of soft, and maybe a little bit understanding. "In my line of work, I've seen some dangerous things, Peter. Things that I wouldn't want even another adult to witness. I know that you're physically equipped to for this, and after tonight I've seen how well you handle things, but I don't…" Pausing, Spencer chewed on his lip and twisted his hands together in front of him. Worry and nerves were practically radiating from him. Literally. Though Peter hadn't told him yet, it seemed like Spencer could project emotions as easily as he felt them.

Suddenly a bit nervous himself, Peter stuffed his hands in the pockets of his pajama pants. "You don't what?"

Spencer sighed. He looked older in that instant. The eyes that were looking at Peter weren't that of a teenager. They were the eyes of someone who had seen a lot and maybe, just barely survived it all. "I don't want to see it break you the way it does everyone, eventually."

There was an edge to those words that made Peter want to shiver. He drew his arms in a little and, for once, didn't have an easy quip ready. This didn't feel the same as being told he was too young to do this. Sure, he knew his age was a factor in Spencer's mind. But this? This felt different than that. Unsure because of it, Peter shuffled a little. "You seem to be doing fine," was the only response he could think of.

He wasn't expecting Spencer to smile at that. "You think so?" His tone made it clear just how amusing the idea of that was. The emotions coming off of him got just a bit darker, taking the air from Peter's lungs, before it drew back in. Peter forgot about it a second later at Spencer's next, blunt words. "I broke, Peter. Years and years ago, I broke completely. I almost let the job destroy me. And every time I started to pick myself up, something new knocked me back down. I was just lucky enough to have someone close to me who helped steady me long enough for me to find my feet again."

Peter felt like his mouth had gone dry. The room was colder, the wind from outside sending goosebumps over Peter's skin. Yet he made no move to close the window. He just stood there, staring at the person in front of him who he could finally, easily believe was just as old as he said he was. "Spencer," That was all Peter could get out. He had no idea what else he could even try and say.

He was lucky; Spencer took pity on him. His smile shifted into something that was a whole lot more real. "It's okay, Peter. I've come a long way since then. I wasn't trying to get pity or make you feel sorry for me or anything. I guess I was just… I saw what you could do out there, by yourself. Just, maybe don't always try to be by yourself. It sounds like you've got people in your life who want to help you. Be there for you. Don't push them away, Peter. Let them help you. That's… that's all."

As if the conversation had been a little too much for him, too, Spencer hurried out of the room. His absence gave Peter a chance to recover a little from the impact of those words. They'd struck home more than Spencer probably realized. Letting people in, it wasn't easy for Peter, despite how easily he'd taken to Spencer. Being friendly was one thing. Relying on someone, letting them help him, letting them shoulder some of the burden that he felt was his and his alone, that was different. But… he was trying. With Mr. Stark, he was definitely trying. Tony didn't exactly give him much choice. He'd made himself at home in Peter's life and wasn't giving any signs of leaving. It was getting easier and easier to believe that the man was going to keep on being there, too, the longer that he stayed.

Peter pushed those thoughts away when he heard the toilet flush in the distance. Spencer was going to be joining him, soon. So as not to be caught still standing there, Peter hurried to scramble up into the top bunk and under the covers. He had just settled in by the time Spencer came back.

Lying on his back staring up at the ceiling, Peter listened as Spencer stripped down and changed into pajama clothes and then climbed into bed. There was the sound of fabric shuffling and a soft little sigh right before the shuffling stopped. Peter recognized the sounds of someone finding a comfortable position to lay in. Spencer's breathing was slowly starting to even out into a relaxing rhythm without slipping down into sleep.

It was weird, just how easy and comfortable Peter felt lying there with someone else in his room. He barely even knew Spencer at all, yet in the past few days that they'd had him here, he'd found himself surprisingly close with the guy. The only downside to this whole thing was the need to cover everything up and hide it from the one person he really didn't want to lie to.

Thinking of Tony had Peter grimacing. Hopefully nothing had been visible on the video tonight. He really didn't want to have to answer those kinds of questions. Maybe if he could just get away with not saying anything and not actively lying…

"You all right, Peter?"

Spencer's question startled Peter out of his thoughts. "What?" Then the question registered and he tried not to sigh. Oh, right. Hanging out with an empath. He was probably lying down there feeling Peter's emotions go up and down. "Yeah, yeah, I'm fine, Spencer. Just… just thinking, that's all. Which reminds me!" Rolling over in bed, he grabbed the railing and leaned himself over enough that he could look down at Spencer. His vision was good enough to easily see the curious look on Spencer's face, even if the street light outside hadn't added a low light to the room. "I've got to go out and see Mr. Stark tomorrow to go over a few upgrades and do my weekly check-in. You gonna be okay while I'm gone?"

Eyebrows shooting up to his hairline, Spencer gave him a dry look that had Peter holding in a chuckle. "I'm fully capable of entertaining myself for a few hours, Peter, thank you."

The words were just as dry as the look that Spencer had given him. It was clear he wasn't impressed by even the implication that he was incapable of being alone. Peter had a feeling it wasn't just the whole 'being younger' thing, either. He'd noticed pretty quickly that Spencer didn't like any implication that he might be _weak_. Peter recognized it because it was a feeling he had himself often enough. Because of that, he knew better than to push or even try explaining what he'd really meant. Peter just held his hands up briefly before he drew himself back up over the railing and flopped back in bed.

They were laying there in the quiet for a little while, neither one of them talking but not sleeping yet, either. It was just a comfortable sort of silence that Peter rarely got with people. There was no charged edge to it, no worrying about saying or doing the wrong thing, no silly conversations or even some of the odd debates that he and Ned got into at night. Just, quiet. It was nicer than Peter had thought it could be.

He was so relaxed in it, he was actually surprised when Spencer broke it.

"This Tony Stark… he's important to you, isn't he?"

The way that Spencer asked made it clear just how serious he was being. He wasn't talking about just like, how Tony helped with his suit or things like that. There was a hint of emotion to his voice. A sort of tone that people took when they talked to him about his parents, or about Uncle Ben or Aunt May – who were more parents to him than anyone else ever had been, at least that Peter could remember. Any other time, maybe even with any other person, Peter might've tried to deny that tone. He might've gotten flustered and blushed as he stammered out some sort of unintelligible answer. But in his dark bedroom, with Spencer a calm and easy presence below him, it didn't seem so hard to murmur a low "Yeah"

The room fell quiet once more. This time, neither one of them broke it.


	6. Chapter 6

Having Peter gone the next day, plus May heading out to work, meant that Spencer had the apartment to himself for the day. It still surprised him, just how willing to trust him these two were. Peter had told him to have fun when he'd left, while May had actually kissed his forehead and told him "There's stuff in the fridge for sandwiches, and I'll make some dinner when I get home. You just take it easy, honey. You've had a rough few days. Relax a little."

Of course, Spencer didn't listen to her advice, no matter how sweet he found it. There was too much else that he needed to do. Without May or Peter there to talk to, or to distract him, Spencer was free to take what had happened and try and find the best way to approach it. First and foremost, he grabbed the notebook that Peter had lent him and then he set himself up in the living room with a fresh pot of coffee, an apple, and a few good pencils. Then he got to work.

The very first thing he did was try and draw what he could remember of the room he'd been in. Or, more accurately, the symbols that had been on the walls. He worked with painstaking care to try and get every detail as accurate as possible. Drawing had never really been a skill of his; to try and draw a person, capture their likeness, it was too emotional, too much a thing of the heart. Blueprints, schematics, things like that, _those_ were things that Spencer could draw. They were different. They were thought, precision, mathematical measurements and lines that had to be _just so_. His brain found that so much easier to translate. These symbols, they weren't that different. The recreation of these symbols needed to be as exact as possible.

Drawing them out and then plotting them out in front of him took up quite a while. He didn't even realize when he'd missed out on lunch. Food always fell to the wayside when his brain got really engaged in something. The team had often joked that they had to have a 'Spencer handler' when he really got working just to make sure he did things like eat, sleep, and shower.

Eventually he had them all drawn out as best as he could remember – which was pretty damn good, if he said so himself – and he finally stopped long enough to make himself something to eat. Then, it was back to work again, curling up on the couch and trying to make note of everything he knew about his Unsub, everything that their profile had told them and all that Penelope had dug up on their way to the Unsub's house.

There was so much to look at, so much to try and think of, and Spencer felt like it was swirling in his head. Eventually, he had to make himself get up just to take a break from it all. If he didn't, he knew he wasn't going to get anywhere with it. So far he'd been trying to approach this like a case. It helped keep him from getting too upset about things. If this were an actual case, this was the point where Aaron – or, Emily now – would've told them all to take a step back, go get some sleep, and come at it with fresh eyes in the morning. While Spencer wasn't willing to go and get some sleep, a look at the clock told him it was close to the dinner hour, giving him something else that would take his attention away for a while. Determinedly setting his papers down, he made his way to the kitchen.

* * *

Twenty minutes later Spencer was stirring a pot on the stove when he felt something in his chest and his head. A little tug that reminded him of the feeling he got when he saw something out of the corner of his eye. Like this awareness of _something_. As it grew stronger, Spencer was surprised to realize what it was. That – that was Peter. The presence that he'd come to catalog as the young teen in his mind. His emotions, his presence, that unique blend of emotions and _energy_ that people carried to them. Spencer paused in his stirring to look up with. So he was… sensing people now. Recognizing them. _Interesting._

He'd started stirring again by the time that Peter came walking through the door. The teen tossed his bag down two steps inside and then flung his coat over at the couch. "Dude, whatever that is, it smells freaking _amazing_."

"It's goulash." Spencer answered. He snuck a look at Peter over his shoulder. "You should hang your bag up so your aunt doesn't trip on it when she gets home."

Peter paused halfway to him, looking just a bit confused for a split second. "Huh? Oh!" He spun on his heel and went back to his bag, laughing along the way. "You're just as bad as Aunt May. I would've gotten it later!"

The sound Spencer made was neither agreement nor disagreement. "Dinner should be ready in another, mm, fifteen minutes, I'd estimate."

"Cool, cool." Peter hung his bag up and bounded over to the kitchen, snagging himself a glass of water and then perching on the counter right near Spencer. His eyes were sparkling and his emotions were happy and easy, a combination that made Spencer want to smile at him.

Looking up, his lips twitching a little with the urge to smile, Spencer asked "Good day?"

The way that Peter's eyes lit up was endearing. He looked every inch the excited kid in that moment. "Oh, man, it was great! You'll never guess who I got to meet today!" Without even waiting for Spencer to answer, Peter leaned forward, eyes wide. " _Dr. Bruce Banner_."

It was on the tip of Spencer's tongue to remind Peter that he didn't really know much about anyone in this world. What he knew about Bruce Banner was only what Peter had told him when talking about the Avengers. Otherwise, he didn't really know anything about the man. He didn't get a chance to figure out what to say, though, because Peter realized his mistake and hurried to correct it. As Spencer gathered together the ingredients to make cheap and easy biscuits, he listened to Peter rhapsodize about the brilliant mind that was Dr. Bruce Banner and just how exciting it was to meet him, and how he was "…apparently staying at the Compound now. I guess he came to check on Mr. Stark after everything went down…"

"It sounds like you had a great day." Spencer said, sliding his biscuits into the oven.

Peter beamed at him. "It was so great. Man, Spencer, you'd love it there. Those labs, they're like every science nerd's dream. All the tech you could want. Jesus, it's _amazing_."

It did sound pretty spectacular. Spencer got his own cup of water and cradled it in his hand as he leaned against the counter opposite of Peter. "It's been a while since I've been able to properly be in a lab." Or, a good one, at least. He'd been in plenty of labs for work related reasons. Usually they were of the homemade variety, though, and were used to make the sorts of things that could kill people.

"You know, if we went and talked to Mr. Stark, told him what was going on, I bet we could get you in to have a tour of his labs." Peter said in his most cajoling voice, which really wasn't all that impressive in Spencer's opinion. He widened his eyes, even, and tried for an innocent look. "I mean, he's always excited to have someone who can keep up with him even a little bit. I try, but I'm not that level of smart. I bet you'd be able to, though!"

Spencer cocked an eyebrow and took a small sip off his water. "I think you underestimate yourself. And overestimate me." He was smart, sure, but what Peter had told him about Tony… he had a feeling he wasn't going to compare to that level of genius. _Which is why you should suck it up and agree to let him help you,_ he reminded himself. So of course he had to say, "I haven't changed my mind, Peter. I'm not… I don't…"

"Woah, hey." As if he somehow sensed the panic that was building up inside of Spencer, Peter quickly held his free hand out, palm extended towards Spencer. Concern flashed over his face and had him widening his eyes. "No, Spencer, it's okay. It's all right. No one's gonna pressure you into doing anything you don't wanna do. I'm sorry. It's all right."

The sight of this teenaged boy doing his damndest to try and calm Spencer down from his ridiculous panic made Spencer's stomach clench and twist with guilt. He sucked in a breath, then another. Then he rather abruptly set down his water and turned to check on his biscuits even though he knew they wouldn't be done yet. "Why don't you go ahead and get the table set? Things should be done soon."

Bless his heart, Peter didn't call him out on his rather pathetic avoidance technique. The kid was just too nice. He hopped down from the counter and went to go set the table, already chattering away as he did. "So, we made a few upgrades on my suit today. I was having a bit of trouble with the webbing getting clogged in rainy weather…"

The rest of the evening was easy. They pushed aside serious topics to delve down together in the world of science. It'd been a long time since Spencer had been able to speak with anyone who challenged him on a scientific level. Peter was amazingly adept at keeping up with Spencer, sometimes showing a bit more knowledge than Spencer did in some areas, while other times listening raptly when Spencer started to ramble on about the things he knew. The discussion of suit upgrades carried them through dinner, and as they washed dishes they got into talking about Peter's web fluid and how he made it. At one point, the dishes were abandoned when Spencer pointed out that they might be able to make a few simple improvements. Paper was grabbed from Peter's room and the two poured over formulas and equations.

They were still at it when May came home. The two looked up – Spencer's empathy and Peter's senses alerting them that she was coming – and they smiled at her as she came into the apartment. One look at the two of them and their now rather large and messy stack of papers on the kitchen table, May grinned broadly at them, some of the exhaustion that Spencer felt from her washing away a little. "Well you two look like you're having fun." She teased them as she pulled her bag off her shoulder and hung it up by the door. "Did you boys have a fun day?"

"It was great! You'll never guess who I got to meet today, May? _Bruce Banner_!"

It was sweet, watching the way that Peter lit up as he said this, how he bounced on his feet a little like he couldn't quite contain himself. Spencer found himself smiling and saw a matching one curving May's lips. She and Spencer exchanged a quick, amused look. "That sounds great, Peter. What's he like?"

Discreetly, Spencer nudged Peter with his elbow, encouraging the boy to go forward towards his Aunt, which he did easily enough. While the two started to talk, Spencer went over to the still warm pot of goulash and served up a bowl, snagging a few leftover biscuits from where they'd been being kept warm in the oven. Once he had all that, he brought it out to the living room where May and Peter were now sitting on the couch together.

May looked up in delighted surprise at the bowl that Spencer handed her. "You made dinner?"

A little flustered by the praise and pleasure on her face, Spencer flushed and shrugged one shoulder, backing away once she had the bowl. "It was no problem. I don't mind." He'd learned how to cook at a young age. His mother cooked sometimes, when the meds were working and the delusions weren't making her hide away in her room. But for the most part it'd just been safer for Spencer to be the one in the kitchen. After his Dad left, he'd taken over the job completely, and he'd learned how to make quite a few different things with minimal ingredients. Something that was going to come in handy here, he had a feeling, if the state of the cupboards in this apartment were anything to go by.

Spencer gathered up all their papers off the table, plus the ones he'd left in the living room, and while Peter was still talking, Spencer slipped away to the room they shared. Once there, he left the new formula they'd made for the web fluid on Peter's desk, and he took the notebook with his symbols and profile and slipped them under his mattress. The last thing he wanted was for Peter to look through those. Granted, he was a smart kid, and he definitely had an amazing mind. That didn't mean that Spencer wanted him to have to see all of this, though. He didn't need to worry himself with the type of man that the BAU had been hunting.

He'd barely let the mattress back down and had straightened himself back up when Peter joined him. The teen was bouncing a little with each step, making Spencer want to smile again. He understood having that kind of energy. His own body had an excess of it, at least compared to what he was used to. Not to mention how _good_ it felt! No aches, no pains, no labored breathing. Spencer brought a hand up and rubbed it over his chest, amazed all over again at how it felt to physically be so young once more. To be without the aches that came with age and living the kind of life he'd led.

Peter caught the gesture and some of his cheer faded. A little furrow appeared between his brows. "You okay?"

"Hm?" Abruptly Spencer realized that he hadn't stopped rubbing at his chest. "Oh!" Embarrassment had him dropping his hand back down. "Yeah, no, I'm fine. I was just… marveling a little, I guess. It's so very odd to be in a body that doesn't carry any of the familiar aches and pains. No backache, no click in my knee, no lung damage…"

The furrow was gone from between Peter's brows; instead, they shot up towards his hairline. "Lung damage?"

"I contracted something on a case once that left quite a bit of scarring on my lungs." Spencer said easily. Habit had him omitting what exactly it was that he'd contracted. Considering the general public had no idea there'd even been an anthrax scare in his world, at least at that time, he couldn't go around telling people that he'd been hit by a weaponized strain of it. It wasn't something he often thought about, though. Of all the things that had happened to him, that had been one that had brought him pretty close to death, but it wasn't one of the ones that scared him.

"And the knee?"

"Gunshot." At the surprised and awed look on Peter's face, Spencer smiled just a little. It seemed that even kids in alternate universes appreciated stories like this. Shifting himself into a more comfortable position leaning against the edge of the bed, Spencer explained himself a little more. "My team got a little mixed up about the target our Unsub was going after. While part of the team was off protecting a man's child, I was with him at his house when the Unsub came there. He tried to shoot him and I… got in the way. I had surgery and a bit of physical therapy, and I ended up fine, but there was a small click when the weather got cold." Plus swelling when it was hot.

"Man." Shaking his head, Peter looked like he couldn't quite believe what he was hearing. "I keep forgetting the kind of life you lead. I mean, like, I get it, I know you're from a whole different universe, but I forget that you had a life there. A job. You were an adult. Working for the FBI, I can't even begin to imagine the types of things you saw or the bad guys you met. You're like the kind of guys we see on TV shows that go out and find the bad guy each week and lock em up. Did you like your job? Was it what you always wanted to be, or did you grow up wanting to be something else?"

"There were a few things I thought about doing before I made the decision to join the BAU. I hadn't even thought about working for them until I saw a presentation by a guest speaker one time in my psychology class." The memory was a fond one. Spencer could easily remember what it was like to sit in the lecture hall and watch as the man who would become his mentor stepped up on stage and opened up a whole new world for him. "Jason Gideon spoke with my class about psychological profiling and behavioral analysis. I listened to him talk and that was it for me. I knew what I wanted to do." Jason had sought him out after the lecture, too, to come and speak with him about potentially working at the Bureau. Spencer didn't find out until later that Jason had come there specifically for him.

"So you just… you just knew?"

"Yeah." Spencer nodded his head. Then he smiled. "You will, too, Peter."

The teen shrugged at him. "The only thing I know I want to do is be Spiderman. For now, that's good enough for me." His eyes drifted around the room, obviously a bit uncomfortable with how deep the conversation seemed to be getting. Then he happened to see the clock and he jumped as if someone had poked him. "Oh, man! I gotta head out if I wanna get patrols done before curfew!"

It took a lot of effort for Spencer not to laugh. He shook his head as he moved to grab his own mask and cloak while Peter hurried to get dressed. When the teen came back out of the closet, he found Spencer ready to go and he raised his eyebrows at him, mask still held in his hand. "You're coming with me again?"

Spencer smiled at him. "I like watching you work."

He felt embarrassment sparked with pleasure that didn't come from him, though his own cheeks colored in response. He dropped his head, clearing his throat a little as he listened to Peter shuffle awkwardly. To save them both, Spencer cleared his throat and gestured towards the window. "I'll just, uh, just head on out."

"Yeah. Yeah, that's, that works. Awesome."

"Great."

Still blushing a bit, Spencer pulled the mask on, checked for any civilians nearby, and made his way out the window for another night of Spiderman watching.

* * *

That day seemed to set the theme for the rest of the week. The trio fell into an easy routine that Spencer was surprised to find was quite comfortable. Since it was the end of summer vacation, with school just a month away, Peter was getting in as much time with his internship as possible. From what Spencer was able to gather, that was only a little bit of lab time, plus some training, plus a few outings that Peter said were to 'talk about things' but Spencer thought sounded like nice little family trips. He refrained from teasing the teen, though.

With May also working, it left Spencer free to spend the day trying to work his own case. The first few days were spent documenting everything he could remember. Then, from there he tried to do some research. To do that, he had to either use Peter's laptop – which he wasn't entirely sure he trusted to not be monitored by Mr. Stark, especially after hearing all about the electronic monitoring the man did through the suit – or brave going out into the world and down to the library. It was really an easy choice to make. Though, without bus fare, the walk to and from the library was almost forty-five minutes, not exactly all that fun. Especially since it put him out in public, around tons of people and their _emotions_. Trying to ignore them as well as all the electricity that was present in the city was enough to leave him with a headache by the time he got back home. On the plus side, it did wonders for helping him to learn how to shield himself.

Spencer fell into the routine of breakfast each morning with either just Peter, or Peter and May, and then everyone split for their days, with Spencer the first one to return home. He continued the tradition of making them dinner. There really wasn't much in the way of groceries and he had the experience at stretching food as far as it could go.

After dinner, once May was set up with her shows, the two boys went out together on their nightly patrols. Spencer never had to step in or do anything. From a distance, he watched Peter's back, ready to step in if need be. He never had to, though. Peter was good at what he did. He was amazing to watch, and ridiculous to listen to. Even when fighting crime the kid couldn't stop his weird humor and need to talk. It had Spencer rolling his eyes more than once.

It wasn't until Saturday, a week and a half since Spencer had first landed in this world, that something happened to finally break the little bubble of peace that surrounded them.

* * *

They were out on patrol when it happened. Later, Spencer would curse himself for getting so relaxed. For letting his guard down. He was so used to Peter just handling whatever came his way that he didn't realize right away that something was wrong. He wasn't close enough to be able to hear Peter's voice this time. The best and easiest vantage point was atop the roof of a building and that was where Spencer was perched, watching Peter swing past the ships. The teen loved being by the water, and Spencer had to admit he enjoyed watching Peter's joy in web-slinging down here. Because of that, he never heard Peter swear, never heard him start to demand "What was that?" from the suit's AI. All Spencer knew was that Peter was suddenly using one of his webs to whip himself around in a lightning-fast move that Spencer couldn't help but be impressed by.

That was about the time that his own senses picked up something. A whistle, first, followed by another strange _pop_ sound, and then a wave of fear that stole the breath from his lungs.

Spencer leapt to his feet as another whistle sounded in the air and he watched with horror as the web Peter was on was broken and the boy was falling down to the ground.

 _Gunshots_ , a voice in the back of his mind whispered in horror. _Those are gunshots_.

Right as that realization came – all hell broke loose.

Men came pouring out from one of the boats and they had guns, so many guns, and all of them were pointing Peter's direction. Luckily, Peter had landed smoothly and he was on his feet, trying to fling a hand up, to web himself out of there, but the sound of multiple gunshots followed him. Spencer was already running when he saw at least two connect with the teen. Horror gripped Spencer hard as Peter spun and twisted to the ground. Peter had great reflexes, and he was fast, but there were so many of them, _too_ many, and there was no way he'd be able to hold out and get himself out of there.

With a last burst of speed, Spencer called up the energy in his hands and hoped to God this worked. He leapt off the roof and let his energy board catch him. Even as he landed on his knees, one hand gripping tight to the board, he raised is other hand and threw a ball of energy that hit the ground hard and sent out a shockwave, blasting back anyone near it.

Spencer pushed hard, willing himself to go as fast as possible as more gunshots filled the air. His only focus was on the body lying way too still on the ground. As soon as he got close, Spencer leaned to the side and used his free hand to grab at Peter's suit, grunting as he yanked him up onto the board. The board widened to accommodate Peter's form as Spencer brought him up. Throwing a leg over him to brace him, Spencer held on tight and sent his board flying _up_ into the sky. He didn't care about the men they were leaving behind. He didn't give a damn who they were or why they were there with guns. All he cared about was the blood he could feel soaking Peter's uniform and the pain that the teen was in.

Peter moaned out something that sounded like _"Stop_ " through the roaring of the wind in Spencer's ears. More gunshots sounded behind them. Spencer barely noticed until he felt the burning, far-too-familiar pain rip its way across the outside of his thigh on the leg he'd thrown so protectively over Peter.

Spencer gripped tighter to the board and tried not to shout or lose control. He pushed them up higher, out of range, and then shot them across the sky in a blur of light that had more than a few people in the streets screaming.

Only he was sure they were far enough away to be safe did Spencer drop them down on a rooftop. Pain and fear made the landing a little rough. He and Peter hit a bit harder than he wanted, the both of them grunting from the impact. Or, well, Spencer grunted. The sound that Peter made was one that would haunt Spencer for the next little while.

"No, no!" Peter moaned at him, hands trying to swat at Spencer as the young genius hurried to hover over his friend. "Take me back… take me back…"

Spencer grabbed hold of Peter's mask and pulled it off his face, needing to see his eyes, see the pallor of his skin. "Peter, look at me. Look right up here!" Spencer snapped, trying his best to put on his firmest voice, the voice that Aaron would've used, or maybe Derek. The one that commanded the other person to listen. He waited until Peter's eyes were on him as best as they could be, pain making them a bit hazy, before he spoke again. "Listen to me, Peter. You've been shot, okay? I know you want to go back there and find out what was going on, but I need to take a look at you and make sure you're okay. All right? I need you to just hold still and let me take a look at you."

When he had Peter's nod, Spencer was free to look down. He almost wished he hadn't. There was blood coming from Peter's left side and his right shoulder.

"I need to look at these, Peter." Spencer warned him. "It's going to hurt. I'm so sorry." That was all the apology he could afford to do. He struggled to recall every bit of first aid he'd ever learned. It was hard to think beyond the pain that was pushing against his Spencer's mental walls, which were still so new. Gently, he ran his hands over the wound on Peter's side. What he found wasn't good but it wasn't as bad as it could've been. There was both an entry and exit wound, meaning the bullet had gone straight through. That was good.

Unfortunately, the shoulder wasn't so lucky.

Spencer swallowed down the bile he felt when he probed gently at the back of Peter's shoulder and found no exit. The bullet was still in there. _Oh, God, it was still in there_. They needed to get Peter help. They needed to get him to a hospital. Spencer drew back shaking hands and forced himself to be as calm as possible. He could feel Peter's eyes on him and he knew the teen would be searching his face for signs of just how bad this was.

Despite it all, Spencer tried his very best to offer a small smile but didn't sugarcoat his words. "These… Peter, these look pretty bad. We're going to need to get you some help. I can get you out of the suit…"

"No!" Peter cried, trying to pull away from Spencer's hands and jostling his body in the process. The pain he felt spiked even harder and Spencer moaned right along with him. He reached a hand out, pressing it to Peter's chest to stop him, and Peter groaned. "No… no hospital…"

"This isn't something I can treat, Peter. The bullet is still in your shoulder. We can't pull that out on our own. You need a doctor. Someone who knows what they're doing."

Peter's only response was to moan.

Without even thinking about what he was doing, Spencer reached out to the pain he felt, grabbing it and pulling it away from Peter. It wasn't even a conscious choice at first; he just followed instinct. However, as soon as he realized what he was doing, he pulled even more, deliberately drawing the pain off of his friend and onto himself. It made it hard to think, hard to _breathe_ , and yet Spencer didn't let that stop him. He pulled in as much as he could stand.

The pain he held blinded his senses a little. He couldn't hear anything over the roaring of his ears. Not until it got closer and he realized, that wasn't his heartbeat in his ears he was hearing. That was something else. Something that was almost right on top of them.

Spencer's head shot up in just enough time to see a red and gold metal suit landing on the rooftop just a few feet away. In an instant, the suit held a hand up, blue light building in its palm, and a dangerous voice came from the suit itself. "Get your hands off the boy and step away from him – now."


	7. Chapter 7

_"Get your hands off the boy and step away from him – now."_

Instinct had Spencer going still. That was obviously a weapon being pointed at him. His electrical powers could feel the build up there and recognized it as some sort of blast. That was the best his powers were able to tell him, though, or even _do_ for him. All of his energy was focused on his empathy. On pulling the pain out of Peter and taking it into himself. Not all of it, no. He wasn't sure he'd be able to function if he did that. But he had to be taking a good three-quarters of it, at least. Spencer knew the pain of being shot and he could feel it now in his side and shoulder. The exact places that Peter had been shot. Spencer felt them as if they were in his own body.

Too caught up in his head and his powers, and the pain that was making him grit his teeth to keep from _screaming_ , he didn't respond quick enough to the man in the suit. Peter, however, _did_.

The teen called out "Mr. Stark, no!" as he tried to push himself up from the ground.

Agony flared like a white-hot poker in Spencer's shoulder and across his side. With great effort he swallowed down the high-pitched sound that wanted to leave him. His hand pressed firmly down on Peter's good shoulder and forced him back to the ground. It was a sign of how weak Peter really was; Spencer shouldn't have been able to move him if he didn't want to be moved. "Woah!" Spencer managed to croak out, voice just a bit hoarse. "Stay still, Peter. You need to stay still."

Like an idiot, Peter actually tried to push against Spencer's hand again. "It's fine, I'm healing. It doesn't even hurt anymore." His head turned towards the suit – Mr. Stark, he'd called him. That had to mean that this suit was Iron Man and it was Tony Stark inside of it. Spencer should've put that together on his own. If he'd been more clearheaded, he might've. "Mr. Stark, it's okay, he's not a threat. He saved me."

"Peter." This time Spencer's voice was a growl. He pushed harder, forcing Peter back down. "You're still very much injured, I assure you, so kindly quit trying to move!"

"Trust me, it's nothing." Who he was trying to convince, Spencer had no idea. His eyes were going back and forth between Spencer and the suit, which had lowered its hand, thankfully. "I told you, I barely even feel it anymore. It was just a scratch."

Spencer gritted his teeth and arched his back as the pain kept flaring up with each of Peter's movements. Pain made his voice a bit sharper than he wanted it to be. "That's because I'm acting as a human anesthetic. Kindly refrain from moving around too much and making my job harder than it needs to be, if you don't mind." His heart pounded hard in his chest and his breath was coming a bit quicker. Spencer ignored Peter's surprise and turned himself to look up at the strangely silent suit. "He has two GSW's, one to the lower left abdomen and another to his right shoulder. The one to the abdomen went clean through, but the bullet is still in his shoulder. He needs immediate medical attention that I sincerely hope you can provide, Mr. Stark, considering his quick healing rate and resistance to medications."

" _What_?" Peter exclaimed at the same time that Tony spoke, his voice suddenly clearer and much less robotic. "You've blocked his pain?"

Spencer looked up at the man above him and saw that the faceplate had opened on the suit. Underneath was a man, likely in his forties, with sharp eyes and a frown twisting his lips. Spencer nodded and watched as Tony moved forward to come and kneel by them. "Most of it." Spencer said. "I can't get it all, but I've got most of it." Without the worry now that he was going to be attacked, it left Spencer free to move his hand off of Peter's shoulder and down to his stomach. He sucked in a breath in preparation of the pain before pressing down to apply pressure. Healing factor or not, Peter was bleeding a _lot_ and he needed help. Now.

It seemed like Tony was of the same opinion. At least, he wasn't arguing Spencer's presence anymore. He brought a hand up, smoothing back Peter's hair. The only question he asked was, "You trust him?"

"Yeah." Peter swallowed visibly and gave a small nod. "Yeah. May does, too."

Those words had Tony raising his eyebrows with surprise. The fact that Spencer knew who May was had to tell Tony just how much they trusted Spencer. After a short pause, the man nodded. "All right." He snapped the faceplate down on the suit and shifted himself as if to get his arms down underneath Peter.

Spencer stopped him before he could. He held one hand out and that was all it took to freeze Tony. He waited for the mask to tilt up towards him before speaking. "I don't know if physical contact is a requirement for keeping him pain free. Until we're within close access of pain relievers, I'd rather not risk it. I'll carry him. You lead the way."

"How exactly are you planning on doing that, small fry?"

Without saying a word, Spencer called up what little he could of his powers and formed the energy board beneath him and Peter. It lifted the both of them until they hovered a few feet above the rooftop. Spencer, still kneeling over Peter, arched an eyebrow at the man below them. It was a silent 'well' that he had a feeling might've elicited a response any other time. For now, there was only a brief hesitation and then Tony was straightening up and the suit was hovering in the air. "Tell me if I need to slow down or stop." Was all he said. Then he was taking off into the air. Spencer curled his hand over the wound on Peter's side, trying to keep pressure on it, and he sucked in a breath at the pain it caused him. "Hang on, Peter. Just hang on."

Without another word, they flew into the sky, following silently after the suit in front of them.

* * *

It seemed to take forever and yet no time at all before they arrived at a rather large building. Tony flew them down to a landing pad where someone was already waiting for them with a gurney. Spencer tried to aim for the gurney. He brought him and Peter down to hover over it. When they were right above it, Spencer shifted his weight, throwing his injured leg over Peter so that he was straddling his legs, better able to keep pressure on both wounds at once. Then, as gently as he could, he let go of the energy below them so that they landed on the gurney with only a soft little thud.

The landing had Spencer making a low, pained sound that he couldn't completely choke off. Worry darkened Peter's eyes just a bit more. He didn't try to move anymore, but he did lick his lips and stare up at Spencer with a look that Spencer couldn't bring himself to meet. "Spencer," Peter murmured his name lowly, just for the two of them. "Are you… are you taking this into yourself? Please tell me you're not. _Please_. Because you gotta know I don't want that. I don't want it at all. I can handle whatever it is you're blocking me from feeling, I swear I can."

Spencer couldn't meet his gaze. Instead, he looked up at the man beside the gurney. "He's lost too much blood. Any more and his body is going to go into hypovolemic shock."

The man that Spencer was speaking to was an older looking gentleman with a tired looking face, sharp eyes, and brown hair that seemed to curl ever so slightly. He wore a lab coat and had the look of someone who knew what they were doing as he reached out to Peter and checked his eyes. Peter tried his best to smile at him. "H-Hey, Dr. Banner. I hope you weren't busy or anything like that. I don't want to drag you away from anything, like, important…"

The doctor – apparently Dr. Bruce Banner – cut Peter off before he could really get going. " _You're_ important." Bruce told him. He gave a small smile as he let go of Peter's eyelid. "Who else is going to help me keep Tony in line if you're not around to do it, huh?"

Peter's lips curved up, which was obviously Bruce's intention. Bruce straightened up and looked over his shoulder at someone that Spencer had only vaguely noticed before. "Vision, come help me get him inside." That said, he looked back at Spencer, taking him in with a quick glance before making a decision. "Can you keep pressure on there until we get inside?"

Spencer didn't speak. He just nodded, his hands never once moving, not even when a rather unique looking man came strolling towards them.

He got a nod in return from Bruce. "Good. Let's move."

* * *

Twenty minutes later found Spencer sitting inside a rather spacious waiting room, still dressed in his 'costume'. He'd been escorted here as soon as they'd knocked Peter out. Once brought inside this room, the door had shut, and Spencer doubted he was imagining the feel of the electrical lock clicking into place. For all that this 'Vision' – the red-skinned guy who'd brought him in here – said that this was a room to wait, it felt a lot more like a jail cell to Spencer. One that he was having a hard time forcing himself to stay inside of.

Now that his empathy wasn't focused so totally on Peter – meaning that Spencer wasn't in immense pain – the rest of his powers were more readily accessible and his brain was back to its usual speed. It didn't take him long at all to notice all the different forms of electricity coursing around him. The whole building felt full of energy in a way Spencer had yet to encounter _anywhere_ before. He wondered if that was because of the AI that Peter had rhapsodized about – FRIDAY, he said she was called. Only the fear of any tricks he might encounter kept him from reaching out to try and see.

There was nothing that Spencer could really do in here. No TV, no books, nothing but some chairs and the pale yellow walls around him. If this really were a waiting room it was likely that the yellow was chosen to be some sort of calming influence. Spencer's brain supplied him with the facts and statistics on that, wholly unnecessary though they may be.

He counted another twenty-two minutes before he felt the presence of people coming towards him. The whole time, Spencer had been sitting there on edge. No matter how he stretched himself out, he couldn't feel Peter in this place. He had no idea where he was or what was going on with him. That might just be because of the anesthesia, he knew; when they'd first put Peter under it'd been a bit terrifying to realize that Spencer couldn't feel him anymore. It was the first time he'd encountered that sensation with his empathy and it was a terrifying one.

Now, though, there was not just one person coming towards him, but two. Spencer looked up just as he felt a little spark of energy in the door. A second later it opened and Tony Star and Bruce Banner came walking into the room.

Everything else that Spencer had been thinking about faded away as he got his first real, unfiltered feel of Dr. Bruce Banner.

When Spencer had met Bruce back when they'd first arrived, all of Spencer's focus had been on Peter, all his empathy trained on the young teen. There'd been no room for Spencer to really notice anything else. Now, his mind and powers were all too free to focus on things, and what he felt off of this man was enough to have him tensing. It wasn't that Dr. Banner felt _bad_. It was more that he felt… _strong_. He hadn't felt anyone or anything like it before.

His tension didn't go unnoticed by either man. Tony's eyes narrowed and his emotions sharpened into something protective with an edge of threat to it. Bruce, on the other hand, seemed to sink on himself a little bit. "Maybe I should wait outside." He suggested.

Tony's lips pressed together briefly. Then he was glaring at Spencer. "No, I don't think so."

"Tony." Bruce pitched his voice lower, obviously trying to make it for Tony's ears alone, but Spencer was still holding a bit of his electrical powers at the ready inside of him and it sharpened everything, making it easy to hear Bruce's words. "There's no reason to make him uncomfortable. You'll have an easier time talking to him if he's not freaking out because of me."

Surprise had Spencer's eyebrows going up. "Your presence doesn't bother me." He blurted out before he could stop himself. When the two turned to look at him, Tony's eyes narrowing more and Bruce raising his eyebrows – obviously surprised that Spencer had heard them – Spencer hurried to add on "Honestly, Dr. Banner, you don't. I just… I just need a second to adjust, that's all. I wasn't expecting…you feel so much stronger than the average person."

That had the two exchanging another of those conversational looks. This time Tony was the one to break it. His glare had lessened, though it wasn't completely gone, and his voice held only the hint of sharpness to it. "What do you mean, he feels stronger?"

Hadn't they figured it out yet? He thought Tony would've understood earlier when Spencer spoke of being a natural anesthetic for Peter. Maybe they just wanted confirmation about it. Or maybe he _hadn't_ understood. Either way, Spencer banked a lot of trust on Peter's faith in these two, and hoped desperately it wasn't going to bite him in the ass. "On top of the powers you witnessed, I also happen to be an empath. That was how I dulled Peter's pain, earlier." He chewed on his bottom lip and looked at Bruce, who had a light of understanding and interest in his eyes. "My apologies, Dr. Banner. You just, you have the strongest emotions of anyone I've ever met. Controlled, but strong. I just needed to adjust my shields a little for it." Which wasn't easy, considering how raw he felt right now. Often he pictured his mental shield like a nice, heavy blanket wrapped around him, one that crackled just a little with the addition of his electrical powers. Right at the moment it felt as flimsy as silk.

"You used your powers to dull Peter's pain?" Bruce asked. His face was lit up with that light that Spencer knew too well; it was one he'd seen on his own face before. One that usually got there when the scientist in him was excited by new information.

Spencer nodded his head. "I did. I could feel how much he was hurting, so I just…" He wasn't quite sure what he'd done. It'd been mostly instinct. Twisting his fingers together in his lap, Spencer tried to figure out how to put it into words. "I pulled it away from him and…held on to it. I put myself as a barrier between his pain and his mind. The pain was still there. His body was still reacting to it. He just, couldn't feel it anymore."

"But you could."

That made Spencer shrug. He didn't say anything, though. It wasn't a big deal. He could handle pain like that. It wasn't the first time he'd felt it and, God forbid, it likely wouldn't be the last time, either. Instead of focusing on an event that had already passed, Spencer focused on the present one. The most important one. "Is Peter going to be okay?"

There was a moment where he wasn't quite sure the men would answer him. They'd exchanged another of those _looks_ – and seriously, how often did they do that? – before Bruce answered him. "He'll be fine. We've got him in a recovery room now. With his healing factor, I'd say he'll recover rather quickly. The more dangerous the injury, the quicker his healing factor seems to work. It's like it prioritizes the worst injuries first and works to solve those. The interior damage will likely be healed before the night is out. The rest of it…two days? Maybe three?" Bruce shrugged his shoulder. "I don't have enough documentation to make an accurate guess."

A few days. It would only take Peter a few days to heal from his injuries. The relief that Spencer felt at that had him slumping. The worry and adrenaline that had sustained him so far now left him. He leaned forward and brought a shaky hand up towards his face, not even realizing that it still had blood on it. Not until a hand caught his wrist and stopped him. "Woah there, kiddo. Might be best to _not_ rub that all over your face, don't you think?" Tony asked him.

Spencer's eyes traveled up from the hand holding on to him and over his palm. The sight of the dried blood there made his stomach clench, only slightly more than the hand holding on to him. Spencer licked his lips and stared at the hand curled around his wrist. Years with his friends – and plenty of speeches from Derek – had taught Spencer that he had the right to say his next sentence, though it never got any easier. "I… don't like to be touched."

He was surprised when Tony immediately let go of him. The man didn't even look bothered or weirded out by Spencer's words. He didn't apologize for it, but he didn't make fun of him for it either, so that was a win in Spencer's books.

Before either of them could decide to make anything of it or start asking him questions he didn't yet want to answer, Spencer blurted out "Can I see him?"

Tony opened his mouth, what Spencer could guess was a protest building on his lips, only for it to be cut off when Bruce placed a hand on his arm. "Tony." That was all it took, just that murmur. Tony deflated a little and lifted a hand to wave it in Bruce's direction as if to say 'fine, whatever, get on with it'. Bruce nodded at him and turned to flash a small, somewhat gentle smile at Spencer. "I don't see why not. He's not conscious yet, but he's in a recovery room." Then he tilted his head and looked Spencer over, adding on, "You can keep the mask on if you want but you need to lose the jacket if you want to go in there."

That made sense. There was probably plenty of blood on his cloak. Without hesitation, Spencer slipped it off and rose to his feet, letting Bruce take the cloak from him. Then, because he saw no real reason to hide this, considering what was going to happen soon enough, he added the mask as well, not thinking anything about what their reactions might be. However, despite his time here in this universe, he still had trouble remembering sometimes what his face looked like to people. How _young_ it was.

Both of the men in front of him looked like they'd been slapped. Bruce covered it quickly, though his shock stayed strong, but Tony didn't hide it at all. "Jesus! You're even younger than he is!" he exclaimed. Any of his previous animosity was gone, unable to be held up in the face of a kid. "You're… you're a baby. Bruice, he's a baby. Why are all the superheroes _babies_?"

Spencer twisted his lips a little in something that wasn't quite a smile yet wasn't a frown, either. "That's… a bit of a long story. One I'd like to wait for Peter to be awake to tell. May I see him now, please?"

His luck seemed to be getting worse. Bruce had furrowed his brow and was taking a step towards Spencer, eyes down on Spencer's leg. "Are you injured?"

"No." Spencer denied instantly. He didn't move, didn't try to hide or shelter his leg, because he knew that would only draw further attention to it. However, he did straighten himself up, ignoring any of the ache that was there. It didn't hurt anywhere near as badly as it had before. For the most part he'd been able to forget that anything was even there.

It wasn't hard to see that they didn't believe him. Trying not to sigh, Spencer changed his answer. "It's fine. I'm fine. I just need to clean up a little, that's all."

Tony arched an eyebrow at him yet again. "Seeing as how you've been in here forty minutes and still haven't done taken care of yourself, you can see why I might doubt you, kid. Now, either you let the doctor take a look at you, or you can wait right here until Peter wakes up. Take your pick."

There was no real choice there and, judging by the smirk on his face, this smug jerk knew it. Spencer resisted the urge to glare at him. He wasn't expecting his empathy to show his annoyance from him.

Surprise hit both the men in the room. Bruce suddenly turned his head and lifted a hand to cover up a cough that sounded way too forced to be real, while Tony laughed outright. "Okay, yeah, wow. Definitely an empath. You're projecting awfully loud there, Tiny Tim. I've had some pretty nasty looks thrown my way, but I gotta say that's the first time I've actually _felt_ it."

Wait a second, what? Spencer's annoyance melted away under a wave of shock. It was followed quickly by embarrassment. He took a full step back, followed by another one. At the same time he tried to think of how the hell to put strength into his still flimsy shield. So far he'd only ever found rest or close proximity to someone – really, only Peter or May, the only two he knew and liked and trusted in this world – to help get his strength back up. But since when had he started _projecting_? "I'm sorry." Spencer blurted out. He took another step back for good measure and hoped that it was far enough. "I'm sorry, I'm not… I'm not trying to…"

Either they were still able to feel his emotions or they were able to see the panic growing on his face. Whichever one it was, the two reacted immediately. Bruce took a step back as if removing himself from the situation, or trying to give Spencer space – which was great, thank _God_ , his emotions were so strong and hard to work around – which left Tony as the one to step forward, though he shot a quick glare at Bruce first. Tony stepped towards Spencer, hands held out peacefully on either side of him. "Hey, hey, you're all right. No harm, no foul, right? I promise you, it's not the first time someone's been annoyed with me. It definitely won't be the last. Hell, if I haven't annoyed someone by noon, people start to wonder if I'm getting sick or something. It's just a special talent of mine. So really, no need to panic about it."

As was normal in times of stress, the minimal filter that Spencer had between brain and mouth vanished and he found himself blurting out the first thing that crossed his mind. "You babble just as much as Peter does when he's nervous." Immediately after saying it, he flushed a little. He'd learned better than to blurt out things like that. "I'm sorry, that was terribly rude."

Luckily, Tony didn't seem bothered by it. He slowly lowered his hands down and a hint of his smirk was back. "Are you always this unfiltered?"

"I really try not to be." Spencer admitted. "It doesn't always work, though." Though he wouldn't say it out loud, the easy teasing in Tony's voice was relaxing him just a little. It reminded him of the way that Derek would try and tease him out of his moods.

"I bet you and the Spider-ling have some interesting conversations." Tony teased.

Oh, he was good. If Spencer really were a teenager and not a trained profiler, he doubted he would've even noticed what Tony was doing. Most teenagers would've taken the opening and likely said something, given something away. But Spencer _was_ trained and he recognized when someone was leading a conversation. He knew – he'd done it himself often enough with witnesses on cases. The right question, asked in an easy tone, and people tended to open up far more than they normally would. Especially the younger ones. Spencer debated only briefly about playing along and pretending to be the teen that Tony thought he was. Then he sighed and shook his head. What was the point? Any chance of hiding from this man was gone. What Peter had told him about Tony said that he was someone who didn't give up when he had a puzzle in front of him. Someone connected to the kid that it was blatantly obvious he cared about? Yeah, everything Spencer had heard and what he was piecing together now told him that Tony wasn't going to walk away without answers. Spencer's secrets weren't going to be secrets much longer. There was no point in playing stupid.

That in mind, he tilted his head and kept a calm, smooth expression. Then he deliberately turned his gaze to Bruce, who was still behind Tony and was watching them with calm and assessing eyes. "I'm assuming you're the doctor I need to see before gaining clearance to see Peter?"

"Yeah." Bruce said, stepping backward once more. Only, this time, it was to gesture towards the door. "Why don't we go down this way? There's a room right near Peter's where we can take a look at things."

That was how Spencer found himself inside of an exam room – something he usually avoided at all costs – stripped down to his boxers in front of two men he didn't know. That was a feeling that would never get less uncomfortable. He hated stripping down even in front of doctors. He absolutely hated being so _exposed_. Thankfully, Bruce had grabbed a blanket for him to hold on to and at least cover the parts of him that didn't need to be exposed. Only his injured thigh was left out in the open. When Spencer caught sight of it, he was surprised enough by what he saw to almost forget about his lack of clothes.

Where he'd been expecting a pretty decent sized wound, at least, it instead looked more like he'd been healing for at least a few days.

Spencer's eyebrows climbed up as he looked down at his leg. Since when did he have a healing factor? He knew for a fact he'd bruised himself the other day when he'd run into the coffee table. His shin had borne the bruise for most of the day. Though, come to think of it… he hadn't seen it the next morning. So, not an instant healing factor? Or… Spencer's brain sped through the possibilities before settling on one that sounded ludicrous… and yet… There were studies that showed electricity could be harnessed and used for healing. He was holding on to a bit of his electricity now, and if he focused he thought he could feel it doing more than the usual tingle over his skin. Was it tingling a little more over his thigh? Theoretically, it _could_ be his powers using the electrons he drew in to stimulate the molecules, renewing damaged cells.

He was broken from his musing by Bruce's voice. The doctor was on a stool by his leg, gloved hands on Spencer's leg – after having gained permission first – tilting it for a bit of a better view. "This isn't quite what I was expecting. Do you have a healing factor?"

Spencer continued to look at the injury that was far better than it should be. "It would appear so."

His words had Bruce's eyes flashing up to him briefly before going back to his leg. "New to your powers?"

The question was asked with a casual, slightly professional edge, like a doctor just trying to gather information. Spencer hummed low in his throat. "You could say that."

Because of the level of healing, there wasn't really anything that Bruce could do except clean the wound and dress it, giving it a better environment to heal in. Spencer took the information and logged it away in the back of his mind as something to add to the questions section of his notebook. He bore the cleaning and dressing as best as he could. The longer he was away from Peter, the more on edge he was getting. Being here with two men he didn't know, plus others around here he didn't know at all, wasn't helping him relax. He just, he needed to go see Peter.

They must've been able to sense that desperation on him. In short order Spencer found himself with a pair of too-big sweatpants that he had to tie off to keep up. Then he was back in his shoes and being led out of his room. The little group stopped in the big, white hallway, This whole place was _huge_. Any other time and Spencer might've been a bit in awe of it all.

"Just wait here a second, kid." Tony said, interrupting Spencer's thoughts. "The grown-ups need to have a real quick conversation. You stay over here."

With that Tony took hold of Bruce's arm and moved them away from Spencer, angling them in a way that let him keep an eye on Spencer while at the same time keeping their conversation low. The two fell into a whispered, half argument between Bruce and Tony that Spencer deliberately didn't listen to. He might've tried if he didn't suddenly pick up on something in the back of his mind that had his whole body snapping to attention.

Peter was waking up.

 _Peter was waking up_. That shouldn't be possible. It'd been, what? Maybe another twenty or thirty minutes since Tony and Bruce had come to tell him how things had gone? There was no way that Peter should be awake yet. Spencer's brow furrowed as he stood in the hall, ignoring the two still arguing nearby. He was feeling Peter more and more with each passing second. Way too much. He shouldn't be that awake yet. He _definitely_ shouldn't be in that much pain.

There was absolutely no thought in Spencer's mind. He didn't have to think. He simply reacted, moving towards his sense of Peter as quickly as possible. He heard one of the men – it sounded like Tony – snap out a sharp "Hey!" behind him. It didn't stop him. Spencer moved towards the door he could feel Peter behind. When the door didn't immediately open, Spencer reached out to that same place he'd felt in the last few rooms when the doors had unlocked. That little spark of power. It was simple to replicate it. In seconds, the door was open and Spencer was hurrying inside of a larger, fancier version of a standard hospital room. There was a hospital bed taking up the middle of the room, with machines on its left and chairs on its right, as well as a couch and a big window on the far right wall.

Spencer wasn't surprised to find Peter trying to push himself up on the bed. The blanket was thrown aside, and Peter – in a hospital gown and nothing more – was pushing himself up on a shaky arm, wide eyes focused on the door. The stubborn little _brat_. Spencer ran forward and right up to Peter's side, already reaching out for him and scolding him simultaneously. "What do you think you're doing? Get back in that bed right this instant, Peter Parker. You've barely been out of surgery! You shouldn't be awake and you definitely shouldn't be _moving around_."

The comforting feel of Peter's emotions was like a balm on Spencer's raw mind. The most predominate feeling was relief, which seemed to grow as he stared at Spencer's face. "You're here."

Spencer continued to push him down until Peter was lying flat again. He ignored the two hurrying into the room behind him and leveled a glare at Peter. "Of course I'm here. You're the one that said I could trust them, weren't you? Are you retracting that statement?"

"No!" Peter hurried to say.

"Then you had no reason to worry, and no reason to try and get up and further injure yourself." He pressed his hand against Peter's good shoulder in emphasis. He also discreetly used that touch to reach out once more with his empathy and start to siphon off some of Peter's pain.

At least, he'd thought he was being discreet. Peter almost instantly started to glare at him. "Don't do that!" The teen protested. He pulled as if trying to escape Spencer's touch, actually breaking their contact, which only ended up letting Spencer discover that he could do this without physical contact, albeit with a little more conscious effort required. Peter must've realized the same thing because his glare grew. It was edged with a pout that made him look about as dangerous as a kitten. "Stop it! I can handle a little pain. Quit trying to take it on yourself!"

Their argument was cut off by Tony before it could really start to get going. "As cute as this little domestic moment is, and trust me, it is adorable." He walked over to the machine on the opposite side of Peter and reached out, hitting a button. A second later Spencer felt as Peter's pain started to fade away. Tony gave them both a bright grin. "There. Problem solved. _You_ don't have to hurt, and _you_ don't have to play martyr, which means that _someone_ can start answering my questions."

As Spencer slowly drew his empathy back, making sure that the pain relievers were kicking in as he did, Peter turned to look at Tony and the glare just melted off his face until he looked more like a kicked puppy than an angry kitchen. "M-Mr. Stark. I, ah, well…maybe, maybe we should, um, wait? I'm really tired, you know. Just had surgery."

Now that was just a little sad. Spencer actually had to smother a smile at Peter's slightly pathetic attempt at putting this all off. He hid his smile by turning his head and reaching out for the blankets so he could draw them back up over Peter's legs and settle them around him. As he did, he heard Tony snort and could just imagine that the man was rolling his eyes. "Nice try, kid. Considering I'm the only one here who knows your healing rate, not to mention how chatty the good drugs always make you, do you really think that's going to work on me?"

Any other time and it would've been amusing to watch Peter slump down in the bed. Some of his hair flopped down into his face, only succeeding in making him look even younger. Like a child sulking at getting caught doing something wrong. Spencer refrained from making the comparison out loud. He had a feeling Peter wouldn't appreciate it.

It also brought a rather unexpected protectiveness into Spencer. This was his fault. He was the one who'd asked Peter to keep things quiet from this man. He couldn't just let Peter get blamed for it. Drawing in a breath, Spencer curled his hand over the railing on the bed to try and steady himself. _You can do this._ "For the record, Peter wanted to call you from the start. I'm the one that asked him not to."

The look that Tony shot him was one that would've done Aaron Hotchner proud. It was sharp and had Spencer feeling like the man could see straight to the core of him. "I'm not exactly finding myself reassured by that."

 _Time to come clean_. Spencer licked his lips, searching for the right words. He felt Peter's hand come up and rest over his and he drew strength from that touch. With one final breath for bravery, and a look at Peter – who nodded supportively – Spencer straightened his spine. "This is going to sound ridiculous, so I beg you hear me out before you start arguing. I met Peter a week ago…"


	8. Chapter 8

There were a lot of things that Tony Stark could claim he'd seen or done in his lifetime. He'd fought against _aliens_ , flown a nuke into space, almost died countless times, been in battles and even a sort-of war. He'd created and then helped take down a murderous AI that had wanted to commit mass genocide. He'd seen the rise and fall of superheroes in the public's eye and fought every step of the way to try and keep them from falling too far.

But one thing he could honestly say he'd never personally witnessed was _dimension travel_.

Sure, he knew it existed. It was possible, even if that was something that not even he was stupid enough to mess with. There were other idiots out there – _Richards, the idiot –_ who seemed to have no problem messing around with those kinds of things. But Tony left them alone. So what the hell was he supposed to do with the dimension hopping teenager sitting in his medical wing?

Well, first things first, he was going to figure out a way to verify it. That meant a scan by FRIDAY – already being run – and some blood taken by Bruce. Then, well, either a phone call to Reed Richard or Stephen Strange. No real contest which one he was going to choose there. While he might frequently want to punch them both, and he really wasn't fond of _magic_ , he and Stephen always managed to get along despite their bickering. Pepper tried to say it was because they were too much alike. Tony chose to ignore that insult.

Another thing he'd done was call May. That'd actually been the _first_ thing he'd done. Once Spencer's story was done and Peter was again resting, thanks to the drugs,Tony had taken a moment to give May a quick call and let her know what was going on while also checking on Spencer and Peter's story. He'd been a bit surprised by the protectiveness the woman had shown. " _You be careful with that poor boy._ " She'd warned him sharply. " _He's a good kid with a good heart. You take good care of him – of both of them._ "

Later, when Tony was sitting with Bruce in Bruce's lab, waiting for the tests on Spencer's blood to finish running and watching a live feed of Peter's hospital room – Peter was asleep and Spencer was curled up in a ball on the couch – Tony voiced one of his concerns out loud to one of the few people he knew wouldn't judge him for it. "Do you think he's using his empathy to manipulate them?"

Bruce sighed and leaned against the table so he could twist enough to look at the video feed. "My gut says no. But…"

"Yeah. But." They had no real way of knowing. Not until Stephen arrived. Tony's gut was telling him _no_ as well; the fact that May was so protective over the phone, after time apart from Spencer, suggested that she wasn't under any influence. Or that he had her under such a strong influence it hadn't faded away. Just thinking about that was enough to make Tony want to run down to Peter's room and get this Spencer kid the hell out of there.

Warmth curled over Tony's arm. He looked down at Bruce's hand and then up to the other man's face. The smile that Bruce wore was a kind one. One that eased some of the tension in Tony's chest. "It's going to be fine, Tony. He hasn't done anything to hurt either one of them for the past week. I doubt he's going to try now while under supervision. We've got time for our tests to come through and for Strange to get here and take a look at him."

"Unless the idea of Strange coming scares him into some sort of action." Tony pointed out. What would they do if he tried anything? The kid's powers were electrical based. That meant that the Compound's defenses would be useless and so would Tony's suits.

"Vision's standing guard in the hallway. Rhodes is on his way – he'll be here in an hour, tops, you said." Bruce reminded him. "And I'm here. While I'm not fond of the idea – if my emotions were strong for Spencer to handle, I don't imagine he'll be able to handle the Big Guy's all that well."

True. Though, that was even _if_ Spencer had been telling them the truth about why he'd reacted the way he had when they came in.

Groaning, Tony brought his hands up to rub at his temples. This was too much, too early in the morning. He wasn't equipped to deal with this. Not without at least another pot of coffee. Maybe two. _No time for whining. Knock it off and get it done_. With that firm reminder, Tony dropped his hands and forced back the exhaustion. First order of business – coffee. As he pushed up from his seat and made his way over towards the machine, he said, "Well at least we can answer _some_ questions now. It's pretty likely this kid's arrival has something to do with the massive electrical surge we registered a week ago."

He heard Bruce make a sound of agreement. "Strange did say he felt some traces of magic in the city, though he couldn't pinpoint where."

That had Tony's lip curling. His hands went through the familiar motions of preparing the coffee pot without any input from the rest of him. It left him free to throw a scowl over his shoulder.

Bruce just chuckled at him. He was well versed in Tony's opinion on magic. "One of these days you're going to have to get over your distaste for magic. Especially with how often you keep having to call him in."

"Don't remind me."

"Boss?" FRIDAY interrupted them. "Test results are in, if you wanna see them."

Immediately, Tony spun around. "Of course I want to see them! I wouldn't have run them if I didn't. Show me what's what, Fri. Let's see what science can tell us about who our boy in there is."

Holograms pulled up off to the side of the room. Bruce kept the things for most of that out of his way. He didn't really like working with them if he didn't have to. As Tony strode over to take a look, Bruce on his heels, FRIDAY was already walking them through it. "My preliminary scans have found no facial match in any known databanks. His fingerprints don't appear to be on file, either. The DNA will take another twelve hours at least to finish."

"So, we basically know nothing." Tony said. He stopped in front of the holograms and ran his eyes quickly over the data there. "Or, well, almost nothing." Reaching out, he pulled forward the results from the physical scans that FRIDAY had run while the kid was sleeping, which were now added to the information that had been pulled from the blood Bruce had tested. "Well he's not some sort of shapeshifter. Looks like this body might actually be his. According to FRIDAY's scans, that means he's somewhere around fifteen years old." Fifteen. Jesus. That kid in there was _fifteen_. It didn't matter what age he was claiming he was back home – this body was _fifteen_.

As he came to Tony's side, Bruce nudged their arms together briefly. "I'm going to try and not be offended on his behalf that you scanned him while sleeping."

Tony chose to ignore that. They could get into the ethics of this later. At the moment, his focus was on the next bit of information. "He's not like Peter, either. His blood tested positive for the X-gene."

"So he's a mutant."

"Looks that way. Depending on how this works out, remind me to put in a call to Charles." Flicking through the data brought a few more things forward. "Wow. He's really, really underweight. Scans show he needs to gain at _least_ ten pounds." While that didn't seem like much, for someone Spencer's height it was quite a bit.

"He's definitely underweight, bordering on malnourished. His powers likely give him an increased metabolism like… Peter's." There was a brief pause in Bruce's words where they both knew he'd been planning on saying a different name. He glossed past it, though, much to Tony's gratitude. "I imagine he's been eating for the body he's used to. He wouldn't know that he'd need to change it for this one."

The way that Bruce said that, it had Tony pausing to turn and look at him. He took a moment to study his friend's face. Bruce's hair had gotten a bit long, in need of just a bit of a trim, and it kept slipping down towards his eyes only to get pushed back as he let his sharp gaze run over the information in front of them. There was a tiny furrow between his brows and a twist to the right side of his mouth that showed just how deeply he was thinking here. He was really focused on all this. More so than Tony had expected him to be. As he watched Bruce's face, he couldn't help but ask "You believe him, don't you?"

Bruce turned to look at him in confusion. It only took a second for his brain to catch up – one of Tony's favorite traits about him. Then his expression cleared and he didn't hesitate to nod. "I do."

"Why?" The word wasn't defensive. He was honestly curious. What made Bruce actually want to believe him?

"He's too sincere. His affection for Peter, his protectiveness, it's all right there for anyone to see. Just like his fear. Those emotions… they were too real to be faked."

"He's an empath. Maybe faking emotion is something they can do."

Bruce shook his head. "No. You saw the amount of control he had. He didn't even realize he was projecting at us."

Remembering the shocked look on Spencer's face when they'd called him on it, how surprised and then horrified and embarrassed he'd been, Tony had to give Bruce that one. He didn't really think that kind of emotion could be faked, either. But… too much of him railed at the idea of believing this kind of story. Dimension travel all because of touching some random magic symbols? It was ridiculous! And yet… and yet, if it was right, what did that mean for them? Tony needed to be proactive about this. He needed to think ahead. There were so many things that needed to be done if the morning visit with Stephen proved that Spencer was lying, but at the same time there were so many _more_ things that had to be done if it turned out that Spencer was telling the truth.

Ugh. Rubbing a hand over his face, Tony looked down at his mug, just now realizing he'd finished it. This was going to require a whole lot more coffee. "When did I end up being the grownup?" With one last sigh, he dropped his hand rolled his shoulders. There wasn't any time to waste on whining. "All right. Fri, baby, send all this down to my workshop and get U to start a fresh pot of coffee. Also, put in a call to Pepper. It's, what, 9 a.m. there, right? We need to get ahead of this…"

His voice trailed off as he made his way out of the lab, leaving Bruce staring after him and shaking his head. When Bruce turned back to the holograms, his eyes went to the screen with the still sleeping teenagers. "FRIDAY?"

"Yes, Doc?" FRIDAY answered promptly.

"Keep an eye on whatever to-do list Tony's building, and if there's anything that me, or Colonel Rhodes, or even Pepper might be able to handle better, please send if off to us with a priority label." There was no way that Bruce was going to be able to stop Tony from stepping in and taking over here. It was just what he did. He was the take charge, fix-it type of person. But he could help ease some of his burden. It wasn't the first time he'd made this request of FRIDAY.

He thought he detected a faint pleased note in FRIDAY's voice when she responded. "Of course, Doc."

Nodding, Bruce turned his focus to the thing he knew he'd be able to help on, at least a little. FRIDAY had already banished the holograms for him which left Bruce free to turn around and head back to his computers. Maybe he'd be able to find something hidden in Spencer's medical scans or in the bloodwork that they had on him. While he waited for anything that Tony might need, he could at least get a handle on the medical side of things. Settling himself down into his chair, he clicked to open the first file, mind already absorbed in his work.

* * *

Morning came all too soon for the sleeping teenagers. Spencer woke up earlier than he would've liked, with sleep still trying to stubbornly cling to him. There was noise in the room around him. It was just familiar enough noise that it didn't trigger any sort of sense of danger. The familiar sensation of Peter's emotions combined with the low sound of his voice were enough to tell Spencer that those were Peter-sounds, and Peter was safe. He didn't have to worry about him. Then he heard other sounds, less familiar ones, and felt a strong wave of protectiveness and care that were mixed with lighter doses of concern and affection. The differences between the two were subtle, yet just enough to make them _different_ , separate, while also somehow still feeling the same.

Only one person that Spencer had met so far had managed to create that kind of strong, dual sensation. Spencer slowly blinked his eyes open as the events of last night came back to him. Patrol, Peter getting shot, meeting Iron Man, coming back to the Compound, meeting Bruce, telling his story, and then passing out here in Peter's medical room.

Thinking of Peter's injuries had Spencer reaching out mentally to try and assess the teen's emotions. There was only the faint edge of pain there. It was a tiny bit muzzy, which Spencer had learned last night could be attributed to the painkillers. That meant that Peter was okay, though still on medication for it. Relief washed over him and had his body relaxing even more under his blanket.

He heard a low chuckle from across the room. "Looks like someone's awake." Bruce's voice said, humor ringing through it. "Good morning, Spencer."

Manners dictated that Spencer sit up and return the greeting. Exhaustion still left over from last night demanded he stay here under the blanket.

There was another laugh, this one higher and a bit warmer. Peter. "Don't expect much out of him, Dr. Banner. He's worse than Mr. Stark before coffee, I swear."

"That's equally impressive and terrifying."

"I know, right? I mean, some mornings he wakes up okay, a bit slow and such. But other mornings May and I laugh at him because he just sort of stumbles in all wobbly like and just stares at the coffee pot like he's waiting for God to show up in there or something. One time," Peter paused, letting out a laugh. "One time, the other morning, May and I came out and, an Spencer was just _staring_ at the coffee pot, all sleepy and out of it, and he didn't even realize that there was already coffee in it! He was like, full zombie, trying to like, I don't know, absorb the fumes enough to kickstart his brain."

Wrinkling his nose, Spencer gathered up a little bit of energy in his hand, making it solid, and then he peeked out of the blankets long enough to toss it at the side of Peter's head. The fact that Peter was drugged was probably the only thing that allowed the ball to connect with his head. He watched as it hit and Peter jerked back. Then Peter turned to glare at him as he called out a petulant "Hey! No beating up the injured dude!"

"Quit telling stories about me." Spencer fired back. Resigned now to the fact that he had to be awake he pushed on the couch until he was upright. The blanket pooled around his waist. He wanted nothing more than to wrap it around himself and curl back up. Unfortunately, that wasn't in the cards. Spencer tried not to sigh as his body protested the idea of actually doing anything. He ignored it, a skill he'd learned back in college, and focused instead on the two men in front of him. Peter was sitting up in bed and he looked much better today. He was back in regular clothes, though he had a sling holding his arm. Likely to keep it from pulling too much on the injured shoulder. There was color in his cheeks, though, and a smile on his lips.

Beside his bed stood Dr. Bruce Banner, dressed in clean clothes and with his hair still damp, suggesting he'd managed a shower before coming here. He had a lab coat on and glasses perched on the end of his nose. It made him look sort of, non-threatening. Something that Spencer knew wasn't true.

The room was a little brighter with the morning light coming in through the window. Spencer felt the unreasonable need to scowl at it. It didn't seem to matter how many years he'd worked at the BAU or how long he'd had to get up and go at all hours of the day and night. If there wasn't a case or something else equally important to give him that shot of adrenaline, his body and mind required copious amounts of coffee to wake up.

Much to the obvious surprise of Bruce, Peter scooped up the ball that Spencer had thrown at him and he threw it back. Spencer fumbled only a little as he went to catch it. Hey, he'd been in mid-yawn, all right? Who was ready to catch something mid-yawn?

As soon as the ball touched his hand, he absorbed the energy back in. It wasn't enough to make any real difference in his own energy levels. However, it freed up his hands enough that he could lift one up and use it to push his hair back from his face. He rubbed over his eyes before dropping his hand back down to his lap. Then he forced himself to lift his head and be the adult he was supposed to be – even if he didn't really look the part right now. "My apologies, Dr. Banner. I'm not… at my best in the mornings." He apologized.

It looked like Bruce was trying not to smile at him, though Spencer couldn't be sure, though he could definitely feel the man's humor. "You're fine. I've seen worse."

"Dr. Banner was just in here to check on us and see about breakfast." Peter interjected, rocking forward and back a little on the bed. He had far too much energy for Spencer's tastes. Shouldn't he have been the one to not want to get up this morning? He'd been shot – _twice_ – last night. He'd had to have _surgery_. Yet here he was, sitting up and rocking away in bed, beaming at Spencer like the things he was saying were the greatest thing in the world. "He said Mr. Stark has breakfast upstairs for us, and if I was feeling up for it we could go ahead and join them. I guess they've got people there to talk with us about what's going on and maybe ways that they might be able to help you or something like that. I just had to get the all clear from Dr. Banner first, and I have, so we were debating on waking you up when you finally woke up on your own."

Spencer hummed lowly. He was too used to Peter's rapid-fire speech to be bothered by it. "Breakfast sounds wonderful, actually." Coffee and food both sounded appealing. Still, he eyed Peter carefully, trying to get his brain moving enough to really analyze his friend. "You're sure you're up for it, Peter? You're not even twelve hours post-surgery yet. Even with your level of accelerated healing, that's still pushing things."

"I'm _fine_!" Peter exclaimed, even as Bruce spoke over top of him to say, "So long as he takes it easy for the next few days and gets some proper rest, he should be fine leaving the hospital bed. A lot sooner than I'd originally estimated, too."

Now that got Spencer's attention. He paused just as he'd been preparing to stand up. "Oh?"

"I'd like to discuss it with Tony first – he's got the best understanding of Peter's healing factor – but the rate of healing present this morning goes above and beyond what we'd anticipated." Bruce gestured with his hands as he spoke, just small little movements in the space in front of him that looked like they might've been greater ones, only the man was too drawn in on himself. Spencer logged that bit of information away and continued to watch as Bruce kept talking. "Considering what your powers did for your own injuries, I'm curious if they might be what's behind the rapid recovery of Peter's injuries. You had your hands on both wounds when you two arrived. There's a chance you could've stimulated the regrowth of his cells, which would've continued on even after your powers were withdrawn."

Was that true? Was there a chance that he'd helped Peter heal? Spencer looked to Peter and found the teen beaming at him. "I guess I owe you a pretty big 'thanks, then." Peter said. He grabbed hold of the side of the bed with his good arm and started to slide out – of course, on the side opposite of Bruce, a choice that Spencer was sure was deliberate.

Spencer hurried to stand up as well and quickly went to Peter's side, stumbling just a little, so he was right there when Peter finally made it up to his feet. He reached out, catching hold of Peter's hips and helping to steady him when he wobbled just a bit. Peter flashed him a thankful smile for it. "Thanks."

"If you're going to insist on being upright, at least take the proper care." Spencer admonished him. He kept hold of Peter's hips until the teen was steadier, neither one of them noticing the surprised look that Bruce wore as he watched them. As soon as Spencer was sure that Peter wasn't going to fall, he let go of him and took a step back, crossing his arms over his chest as he gave him a quick lookover. Seeing how healthy Peter looked had him shaking his head. "Things is this universe will never cease to amaze me. The scientific possibilities behind a healing factor like yours…" Trailing off, he shook his head again. "I hope I get to remember all of this if I go home."

"When." Peter corrected him, the same as he always did each time Spencer slipped up on his wording. He had so much more hope in him. So much more faith. "When you get home. And I'm sure you will, man."

He could only hope. The types of things he might be able to do with what little information he'd managed to gather here – the possibilities were endless. Especially if there was a chance he could make some small use of the facilities here and even just briefly study his own DNA. The types of things he might discover _then_ , oh, he could only begin to imagine.

Peter chuckled at him and shifted himself until he could lift his good arm and throw it over Spencer's shoulders. It only made Spencer flinch just a little. He'd gotten better about accepting Peter's touch this past week; the kid did it often enough, it was hard not to get used to it. Even when he tried _not to_ , he still did it more than the average person. Not that Spencer seemed to mind as much as he normally did. Maybe it was just that Peter was a kid to him, and he'd always had an easier time with children touching him than adults. Being around his Godson had helped with that. Or maybe some part of him just trusted Peter. He didn't know, and he wasn't all that eager to go testing it. Especially not while he was still only half awake. Instead, he just let himself lean in a little, his own arms still crossed over his chest, and he allowed Peter to lead him out of the room and in the direction of what he assumed would be a dining room, chatting the whole way.

* * *

They ended up crossing a skybridge into what Peter told him was the residential building. There, they got into an elevator that took them to what Bruce said was the 'common floor'. Spencer was still tucked in against Peter's side when the trio stepped off of the elevator. There, with the comfort of his friend at his side, Spencer took a look around, eyes scanning the room and taking in every detail.

The casual wealth displayed didn't bother him. Money had never really bothered him. What was the point of that? Some had it, some didn't. He wasn't going to begrudge someone their wealth. The coolness of the room, though, that was something that he raised an eyebrow at. Everything seemed to be metal and glass. Windows were all along the far wall, tall ones with smaller ones up at the top, and the walls and floors carried either the silver of metal or a grey that was close to it. The whole thing had a futuristic feel to it; one that was nicely broken up by the colorful furniture.

The left half of the room was obviously a living area. There was a large TV – far larger than anything Spencer had ever owned, maybe even ever _seen_ – and _three_ dark green couches as well as a loveseat and four various chairs, two of which were larger than the average chair and yet not quite the size of a loveseat. They'd obviously been made with someone larger in mind.

The right half of the room held the dining area and kitchen. The two bled into one another, creating a sort of family like atmosphere that was nicely added to by the warm wood of the cabinets, the chairs, and even the large table.

The quick look that Spencer took was interrupted when he finally registered the people that were in the kitchen area. God, he must've been more tired than he thought to not have noticed them already. The urge to burrow in a bit closer to Peter's side hit him. In response, he tugged himself away, straightening up and standing under his own steam. He kept at Peter's side, though, and let his friend lead him into the room. Spencer recognized at least two of the four people that were waiting for them. He knew Tony, and he recognized the one called Vision. The other two, though, he didn't know who they were, and that just made him nervous.

The presence of others didn't seem to bother Peter in the least. He almost bounced his way into the room and called out greetings to all of them as he went. "Morning, Mr. Stark!" He called out first. Then, "Morning, Vision. Morning, Colonel Rhodes!" Pausing when he reached the island bar seats, where the two men Spencer didn't know sat, Peter's grin flashed wider and he didn't even bother hiding his good cheer. "Morning, guy I don't know. When did you get here, Colonel? I didn't think you were going to be back for a while. Mr. Stark said you had important stuff to deal with out in DC the last time I asked him about you. Did it go well? Are you really back or are you just visiting? It's not because of last night, is it? Cause that'd be ridiculous."

"I just got in." One of the men said. He had dark skin and was wearing civilian clothes, despite the title Peter had given him – just a pair of jeans and a t-shirt – and he had a set of braces on his legs that Spencer wanted nothing more than to get a closer look at. They look _amazing_. "What're you doing up, kiddo? Shouldn't you still be in bed?"

Peter waved his good hand dismissively in the air. At the same time, Tony – who was over at the coffee pot – scoffed at them all. " _You_ try keeping him in bed and see how far it gets you. We're lucky he stayed down this long."

"Sounds like a chip off the old block." Colonel Rhodes shot back.

The banter between them was relaxed and easy in a way that suggested they were all comfortable with one another. Spencer watched it carefully as he made his way over to them at a slower pace than Peter. He had Bruce at his side now, who surprisingly hadn't stepped away from him to join the others. But it wasn't any of them that Spencer was paying attention to. It was the last person in the room, the only one he didn't know. The one who had yet to stop staring at him.

The man was on the tall side; that was easy to tell, even with him sitting down. He was also wearing blue robes that were belted on, with matching pants, and… a _cape_. A long, red cape. He also had a goatee, much like Tony, and his grey eyes hadn't left Spencer once since the genius had looked his way. They were fixed on him as Spencer slowly joined the rest of the room and they held there even as Spencer stopped himself at Peter's side and shamelessly made sure that he was angled just right so as not to be directly in the man's line of sight. Being by Peter helped Spencer feel just a bit more relaxed. It also helped him keep his shields up against the influx of emotions. He was better able to buffer with someone so familiar present.

He didn't get to stay hidden, though. The Colonel actually leaned around Peter to smile at Spencer and hold out a hand. "Since no one else is gonna do it – Hi, I'm Lt. Colonel James Rhodes. You can call me James or Jim."

"But not Honey Bear." Tony chimed in, rather unhelpfully. He leaned back against the counter by the coffee and smirked over the top of the mug he cradled in his hands. "Only I get to call him that."

Spencer licked his lips and looked down at the Colonel – Jim's – hand. Then he flicked his gaze back up to the man's face. "It's a pleasure to meet you, Colonel."

After realizing that Spencer wasn't going to shake hands, Jim drew his hand back in.

His behavior earned him a worried look from Peter, but it got him another snort from Tony. "Rude. Were you planning on introducing yourself too, or were you just going to hide behind Peter all morning?"

So that's how he wanted to play this, was it? Spencer arched an eyebrow at the billionaire. Was he just naturally this rude, or was he trying to provoke some sort of reaction out of Spencer, maybe put him on edge? It was a logical tactic. One that might've worked on someone else. Spencer just pushed his hands down into the pockets of his sweatpants, suddenly reminded of how very underdressed he was, and tried his best to keep his expression light. _Never let them see you flinch. Don't let them see you weak._ "I'm sorry, I was under the impression you'd already taken care of those introductions. I mean, that is why everyone is here, isn't it? To figure out how much of a threat I am?"

Somewhere off to the side came the sound of what might've been smothered laughter. Spencer was pretty sure he heard a sigh from Bruce, too. Because he was looking at Tony, he saw the little twitch to his lips, the only sign of humor that he showed. He tipped his head just a little at Spencer. "Touché, kid. Spencer, you met Vision last night, and you've met Rhodey. The only guy left over here is Doctor Stephen Strange, our very own Professor Dumbledore."

" _You've_ read Harry Potter?" Jim asked incredulously.

Vision, who was busy pulling things out of the fridge to hand over to Bruce at the stove, turned to smile at them. "I quite enjoyed that series."

The beginnings of a headache teased at the edges of Spencer's head. These people were too much to deal with without any coffee in his system. He felt like the odd duck out there. It reminded him of the few times he'd gone on a case for work, fresh off vacation, and he'd beat the rest of the team there, meaning that he was the only federal agent in a station full of police officers that were often close and rarely were pleased with the presence of outsiders.

Just like he would in that situation, Spencer refused to let his nerves show. He lifted his chin ever so slightly and forced himself to take a step away from Peter, and then another, and then another, until he reached the coffee pot. He ignored the way his shields wobbled a little and focused on taking a cup from the little cup tree on the counter. It didn't even matter that he wasn't going to be able to put cream or anything in it. At the moment, he just needed the caffeine. Anything to jolt his system awake so maybe he could deal with this properly.

Behind him, Peter gave a low, nervous laugh. "Sorry. He's just… he's not usually awake without some coffee in him, y'know? He's uh, he's not usually this _rude_." The last word was said pointedly; a deliberate jab to Spencer to try and remind him of his manners.

When Spencer turned back around, mug in hand, he gave Peter a firm look. The teen wasn't going to make him feel bad about his manners. He just wasn't. Peter didn't understand. He didn't recognize the ambush for what it was. From the minute Spencer had walked into the room – likely even before that, considering the security in this place – they'd been watching him. Everything he did, everything he said, it was all important. What they saw here was going to dictate their image of him. Like hell if he was going to let that image be a weak one.

"I'm not being rude." Spencer said, letting his eyes run over them all. "I'm simply not in the mood to play word games. We all know why we're here." He took a bolstering sip off his coffee before he continued speaking into the now silent room. "The fact that you allowed Peter in here with me suggests that you're willing to talk instead of simply locking me away until you figure things out. Now, we can either play a verbal back and forth while you attempt to extract as much information from me as you can, or you could simply _ask your questions_ and likely get the answers far easier. The choice is yours."

Silence fell over the room. All eyes were on Spencer, who fought not to shift uncomfortably under those stares.

It wasn't until Peter snorted and mumbled "I told you you should let him have coffee first" that the silence was broken.

There was the sound of movement coming from the stove once more and the other men were watching him with looks that ranged from amused to curious. Even Tony looked a bit less… intense, now. "All right, kid." He said, some of the edge gone from his voice. "No more games. Not now, at least. Though I reserve the right to play any and all of them at a later time."

Spencer nodded at him. "Thank you." He paused briefly and then narrowed his eyes over the mug. "And stop calling me kid."

His only answer to that was a laugh.

With a shake of his head, Spencer took another drink off his coffee. This was going to be a long morning.


	9. Chapter 9

It turned out that it wasn't everyone who wanted to talk to Spencer right away. No, it was one person in particular. The one that Tony had warned Spencer that he was going to call in – and the one who hadn't stopped staring at him.

Stephen Strange folded his hands on the table in front of him and leaned forward, his eyes still fixed right on Spencer. When he spoke, it wasn't a greeting, wasn't a question, wasn't anything like what Spencer was expecting. No, the very first words he said to Spencer were "You need to work on your mental shielding or the world is going to overwhelm you."

The young genius arched an eyebrow at him. "I manage." How could this man see his shields, or the state of them? Or was he just guessing? In this world, where superheroes existed, it was hard to rule out any possibility. Maybe he _could_ see into Spencer's head and see his shields. Or he could just be reading his cues from Spencer's body language and was going from there.

A hint of a smile twitched at Stephen's lips. "I'm sure you do." The way he watched Spencer, it was with a gaze that made him feel as if he was being stared straight through. "What you've managed to create naturally is impressive. I can help you improve it."

Yeah, because _that_ didn't come off as suspicious _at all_. Spencer shifted his weight just slightly to the left; a small degree further away from this man of magic. "Pardon me, but having someone I don't know help me build the shields that protect my mind – it seems rather counterproductive, don't you think?" There was no way he was going to let some stranger come anywhere _near_ his mind. It was one of his greatest weapons and the most sure thing in his life. The one thing he could _always_ count on. He wasn't going to risk anyone messing with it. "Besides, I highly doubt that's why you're here, Doctor."

"No, it's not, child."

Hearing the 'child' at the end of that had Spencer wanting to grit his teeth. Later, he'd blame the way he snapped on the fact that he'd only had a few sips of his coffee. At the moment he didn't even think about it. In a tone far sharper than anyone, even Peter, had heard from him, he snapped out, "Doctor." He pushed himself to stand up straighter and forced his eyes to get as close to meet Stephen's gaze as he possibly could. "SSA Dr. Spencer Reid, if you'd like to get technical. Not 'kid' or 'child' or any variation thereof."

His sharp words had surprised them. That was easy for Spencer to feel. _Not_ surprisingly, Tony was the one to break the quiet that had briefly fallen. "You're a doctor? And you said last night that you were how old? Thirty?"

"Thirty-five." Spencer said flatly, a hint of color starting to seep into his cheeks. He always hated having this conversation with people. He also hadn't intended on giving that much about himself away; not yet, at least.

So of course that was when Peter had to open his mouth. "He's got three doctorates and three B.A.'s. He got his first doctorate at _fifteen_."

The sudden spike in interest in the room was echoed by a little jolt of pain in Spencer's forehead. He reached a hand up to pinch the bridge of his nose in an attempt to combat it. _Dammit_. "Yes, Peter, thank you."

"Oh Lord." Jim groaned out, his emotions far too cheerful to match up to the grumpy look that was on his face when Spencer peeked up. "Another genius? That's all we need in this place."

Spencer deliberately avoided looking over at Tony. Out of everyone, his interest had flashed the highest, and there was no doubt in Spencer's mind that the older man had a multitude of questions he was ready to ask. Just as Spencer knew he wasn't in the mood to answer them. He was saved by Stephen of all people. "Yes, yes, you can poke at him later, Stark." The man said with amusement, waving a hand in Tony's general direction. His eyes stayed on Spencer, though. "First, I think it's time that you and I stepped away and had our chat, Doctor."

Instant tension filled Spencer. "Chat?"

The man – wizard? Sorcerer? What did you call someone who was an expert in magic? – chuckled lowly. "Nothing so harmful as you fear, I promise you. It'll be as easy as meditating for you. I simply need to sit down and try and look for any traces of magic around you. If I can find some, it'll help us verify your story as well as potentially provide us with a way to send you back home."

Now that, _that_ had Spencer perking up. He wasn't stupid – he knew there was every chance that he was being lied to here. That Stephen might take him away to a different room and do something to him once they were out of sight of the others. However, he also knew that that scenario wasn't likely. There were too many people here that his empathy was insisting were _good_ people. How his powers seemed to know that, he had no idea. Bad people could have good emotions. It was just – his gut was telling him that they were good. His powers, their body language, nothing about them was setting him off. Spencer reminded himself of that over and over. It helped him to keep his voice calm as he asked "You think you can do that?"

"Indeed. If there are any traces of the spell left on you, I will find it."

"And what do I need to do?"

"Nothing." Stephen said. "All we need is a quiet room where we won't be interrupted. Once in there, I simply need you to sit and be still. The rest will be up to me."

Going off into an empty room with the weird new guy seemed like a terrible plan to Spencer. Honestly, going anywhere away from Peter in this place seemed like a bad idea. Who knew what might happen then?

When he didn't answer right away, the others exchanged a few curious looks. Stephen gave him a gentle smile. "Would you feel more comfortable if we were supervised?"

The question had Spencer's spine immediately straightening. He lifted his chin without even realizing he was doing it and forced his hands to stop shaking. Then he turned himself to look right at Tony. "Is there anywhere in this facility that your security isn't capable of watching?"

"No." Tony said immediately. No jokes, no qualifiers. Just a simple no that made his answer that much more believable.

That was good enough for him. Besides which, Spencer knew he was at least a little capable of looking out for himself. Especially while in a building like this that was so full of electricity. It'd take no effort at all to draw some in and shield himself. He had lots of practice at shields. "After you, Doctor."

Together, the two quietly left the room.

* * *

Those left behind watched as the two disappeared from the room. Tony took another drink off his coffee and tried not to feel guilty for this.

Spencer had definitely been uncomfortable walking into that room. The look in his eyes and the way he'd carried himself had made that clear. Even if he'd drawn up his shields after Stephen offered for someone to supervise them, it was still pretty clear that he didn't like the idea of being alone with the other man. Asking about FRIDAY's abilities was testament to that. It was a clear announcement that he didn't trust them. Or, Stephen. Was it because Stephen was magic, or because he was a stranger, or was it something else that Tony very much did _not_ want to think about?

"Is he going to be able to help him?"

The worried note in Peter's voice drew Tony's attention off of the room and over to the teen who had somehow slipped up to his side without him noticing. There was a furrow between Peter's brows and a tension in his body that made it clear just how worried he actually was. Tony couldn't help himself; he reached out and draped his arm around Peter's shoulders, easy and casual the way that he usually only did with Jim, mindful as he did of the injured shoulder that was now tucked against him. It didn't escape his notice how Peter relaxed down into that touch and a bloom of warm pride had Tony smiling a little. "He'll be fine, kid."

"Yeah?"

"Yeah. You, on the other hand." Using his arm to tug on Peter a little, Tony turned enough to mock-scowl down at him. "You're in so much trouble."

A few laughs were smothered around them. The others drifted away a bit, getting breakfast together and on the table, leaving the two a small sense of privacy that Tony was going to take advantage of. It meant none of them were over there to see as Peter looked up at Tony, scowling and pouting all at the same time, looking for all the world like a kicked puppy. " _What_? What did I do!"

Was he seriously asking that? He wasn't that stupid. With the arm he had around Peter, he lifted his hand and thumped at the kid's forehead. "How about finding some strange kid out in the streets and, instead of calling for backup, you instead _took him home_. Then you _kept him there_ , hiding him from me, lying to me…" With each word he said, Peter hunched down a little more.

Peter had gone from scowling to biting at his bottom lip. "Oh. Right."

Snorting, Tony ruffled his hair. "Yeah, _oh_. Consider yourself grounded from web-slinging for the next _week_ , short stuff."

Peter pulled back just enough to look up at him with horror. "A week!"

Letting his arm slide a little, Tony took hold of the back of Peter's neck, giving him a small shake even as he fixed the kid with a firm look. "A _week._ Considering that's how long you lied to me for, I'm thinking it's fair, don't you?" Besides which, a week would give Tony time to throw together a few things that would certainly ease his conscience a little when Peter went back out there. Like protection against electric shock and maybe a web function or two that might help restrain a being that could actively control electricity. This kid's story might prove true – there was no telling how this visit with Strange would go, or the results of any of Bruce's further tests – but that didn't mean that Tony was going to just trust him out there with the kid who had managed to squirm his way into Tony's life and heart and set up camp.

He saw it as Peter thought about protesting. He even opened his mouth, the words sitting right there on the tip of his tongue, only for him to deflate. "Yes, sir."

 _He's such a damn good kid._ That thought warmed his gaze, though it didn't stop him from wrinkling his nose. Tony used his grip on Peter to give him another little shake before letting him go and nudging him over towards the mostly ready table. "Gross. What did I say about the 'sir' bit, Parker?"

"I thought I was supposed to pretend you didn't say any of that." Peter fired back, giving him a sassy little smirk before laughing and hurrying forward, avoiding the swat that Tony sent his way.

The laughter that filled the room warmed Tony. It chased away some of the chill of fear that had been left in him after last night. Seeing Peter here, surrounded by family, watching Jim laugh at him and even Bruce chuckle – Vision just smiled at them all – helped Tony to settle just a bit. Most of his family was here, and while they weren't in the best of condition they were _safe_ , and that was what mattered. There were only a few missing – or, at least, a few that he let himself think about – but that would be fixed soon enough. One of them would be arriving in a week, and Pepper would be back in just a day. The rest of them were here and, while Peter was still injured, they were mostly okay. These were the moments Tony lived for.

He enjoyed the hell out of it when he was ushered into his seat at the head of the table – no one else ever sat there. Not since someone had tried to nudge Peter there once and he'd looked so innocently confused as he'd told them "That's Mr. Stark's seat." Ever since then, the rest of them took great pleasure in making sure Tony sat there and only there during their family meals. It was the same when they were in the kitchen in his private quarters, too, which was where they usually had their 'family meals'.

As they all started to serve up their food from the various platters of eggs, pancakes, hashbrowns, and sausage, Bruce took a moment to point across the table at Peter – the two of them sitting on either side of Tony. "You need to eat a full plate, Peter. Two, preferably. Your healing factor is working overtime and you need the extra nutrients to help it along."

Peter was still enough in awe of Bruce that he didn't lodge any of the complaints he might have if Tony had said it. Just a quick "yes, sir" that had them chuckling. Still, Tony watched until he was sure the kid had loaded up an actual full plate – sometimes Peter was still a bit weird about being given stuff for free, even food – until he served his own. He pointedly ignored the smirk that Jim was sending his way.

By silent unanimous agreement, no one spoke about Spencer, though whatever was going on between him and Strange was in all their thoughts. Instead, Jim asked Peter about what kind of stuff he'd gotten to do this week, and they all let the kid's familiar, comforting rambles wash over them, regaling them with stories of his newest suit upgrade while they waited for any news to come their way.

Tony barely ate, unable to get much in with the tension that sat in his stomach like a weight. This meeting with Strange could go two different ways and each outcome had its own trouble. If Spencer was lying and he was something dangerous, it was going to spell trouble for all of them, and it was going to break Peter's heart. If his story was true…well, what they'd do would depend on what Strange had to say about being able to send him back.

There were just too many unanswered questions at the moment and no real way to get those answers. Not until this meeting was done.

Tony forced himself to focus on what Peter was saying while inside, he worried.

* * *

When Spencer had gone into a room just down the hall with this Doctor Strange, he hadn't been entirely sure what to expect. Even when the man had said that he needed to "examine the magical energies surrounding you" there hadn't bene any real indication of what that involved. What he hadn't expected was for it to mean that he just sat there in a chair while Doctor Strange sat in front of him and muttered words Spencer didn't understand while waving his hands over him. Sure, Stephen had said he'd just have to sit here. Still, Spencer hadn't quite been prepared for… this.

It didn't really seem like what he was doing required any sort of input from Spencer. That was fine. It allowed him the freedom to watch.

The idea of magic was just – it was so much more than even the idea of superheroes. Spencer had always been attracted to the idea of magic. He'd been fascinated by the things magicians did. But that had been mostly because he couldn't help trying to figure out how to replicate it. The tricks that let the tricks end up looking like actual magic. He'd studied so much of it until he could easily make a quarter appear from behind a kid's ear, or do thousands of card tricks, or make something 'vanish'. There was pleasure to be found in watching people be so enthralled by the idea of 'magic'.

This seemed nothing like that.

Stephen was muttering in a language that Spencer didn't know, at least at first. After a while he recognized the switch to Latin. Was even able to translate a word here or there, though most of it was too low for him to hear. But there wasn't anything flashy. Nothing that really struck him as _magical_.

When Stephen finally pulled back and sat down in his own chair, Spencer had to admit he was disappointed. Just a bit.

"There's definitely magical energies left around you." Stephen told him without any preamble. He didn't waste time; just got right to the point. Maybe he saw that Spencer needed that at the moment. "I can't quite read the spell itself. I got an image of some of it, and it's unlike anything I've ever seen before."

Spencer licked lips that had gone dry. "Can you use it to send me back?"

"I don't know. Not right now. I don't understand enough about this to be able to really give you an accurate answer. If I had access to the spell itself, that might help. Or the symbols. Stark told me that you touched your bloodied hand to a wall of symbols inside of a shrine."

"I did. Um… if it'll help, I uh, I copied down all the symbols that were on the wall." Spencer offered. At Stephen's surprised look, Spencer gave a half-smile. "I have an eidetic memory. I copied everything as best as I could recall, as well as anything else that was in the surrounding area. I've got it all in notebooks back at Peter's place. If I have those brought over, would it help?"

The sorcerer nodded at him. "Absolutely. Anything that can tell me about the spell itself would help immensely."

"I'll get them to you, then." It wouldn't be hard to get back to Peter's and get them. Or have May bring them over, maybe. There was no telling if or when he was going to be allowed to leave this place. Spencer didn't delude himself into believing that he was going to be allowed to just walk out of here. "What you've seen… is it enough to verify to the others that I'm telling the truth?"

He felt a burst of relief when Stephen nodded again. The man crossed his legs and sat back in his chair, folding his hands into his lap. "Yes. I saw quite a lot of you when I looked. Nothing too personal!" he hurried to add when he saw Spencer's expression go tight. "Just enough that I can verify you are who you say you are. An image of the man you were, standing briefly in front of that wall. Yes, there's no doubt you're from an alternate universe." He lifted his hands out and briefly spread them on either side of him. There was an apology written clear as day on his face. "I wish I had better news for you, Dr. Reid. Rest assured I'll do everything I can to help you find a way to get back home."

The news wasn't all bad. Spencer tried to console himself with that. The news wasn't all bad. Almost absently, he reached out and picked up the mug of coffee he'd forgotten about and drained the cool liquid in one gulp. He was going to be stuck here for a little while longer, that was all. This guy, he knew about magic, apparently, and he was going to try and get Spencer back home. That was a step up! It was good! So why did he feel so sick?

He was startled out of his thoughts when Stephen rose and did _something –_ Spencer's mouth dropped open as an _actual portal_ appeared right there in front of him. A hole that was literally in the middle of the air, through which Stephen reached inside of and pulled back some… books?

Spencer was too busy staring in stunned shock at the now closing portal to realize at first that the books were being held out to him. When Stephen cleared his throat, Spencer's gaze snapped to him. He found the man smiling down at him. "Here, these are for you. They might help you with understanding some of your empathic powers. If you have any questions, please, feel free to ask. Tony has a number where you can reach me."

"How did you do that?" Spencer blurted out. It was all he could think of. How on earth had the man done that? It should be scientifically impossible!

Stephen let out a low chuckle. "Practice." was the only answer he gave. Then he pushed the books towards Spencer once more. "You seem like the type to appreciate reading as a form of learning. Take good care of these and be sure to return them when you finish. I have more, if you end up needing them, though I hope you won't be here that long. In the meantime, they should help you learn ways to strengthen your mental shields and protect yourself against the emotions of others."

Only years of practice had Spencer capable of remembering his manners in that moment. "Thank you, Dr. Strange." There were a thousand questions about what had just happened now running through his mind. He did his best to push them back – _holy shit, magic was_ real _! –_ and focus on other things. Stephen's answer had made it clear he wasn't going to say much else.

Once more taking his seat, Stephen again nodded at him. "If there's anything I can help with, let me know."

That brought to mind a few things that had been in Spencer's head; things he hadn't had anyone to ask so far. If there was anyone that was likely to understand about this part of his powers, something told him it was going to be this man right here. Because of that, Spencer shoved everything else in his head away and brought his focus on Stephen. "I have one question."

"Yes?"

"Is it… does it make sense that the empathy might affect my own emotions?"

He was a bit relieved when Stephen didn't immediately dismiss his question. "How so?"

"I used to have more – control. I didn't _feel_ like this." He didn't feel so _much_. Sure, he'd had strong emotions, but not quite like this. Not this, overpowering. It wasn't just the emotions of others that got to Spencer sometimes. His own could be just as bad if not worse.

Something akin to understanding lit Stephen's eyes. "I get the impression that the person you were before was good at hiding from their emotions. I'd wager it wasn't that you felt less, it was just that you didn't allow yourself to feel it."

There was no way Spencer could deny that. He had felt things, sometimes too strongly, but he'd become a pro at pushing it down and locking it away.

"Empathy doesn't allow for that luxury. Being open to the emotions of others means that you're more open to your own as well. It doesn't allow you the luxury of hiding from yourself. From what I understand, empaths see the world in emotions. Every memory is tied to them, every person linked to a specific emotional signature. Everything is emotions. To separate from that would be to take away a part of yourself. It would make sense that your day to day life would be the same. Everything you view is going to be through the filter of your powers – empathy and electricity alike."

That wasn't at all what Spencer had been hoping to hear. The words rang true, explaining a little about how he seemed to see things now, and yet they weren't at all what he'd wanted to hear. Curling his hands over the books he still held, he tried to keep his voice from cracking as he asked "How am I supposed to exist if I can't push it down?"

"I don't know." Stephen admitted without shame. "I've only known a few with the ability. They learned to live with this and even use it as a blessing in their lives."

He must've been able to sense that this was all starting to get to be too much for Spencer. Pushing up to his feet, he reached out as if to touch, only to draw his hand back. "I've given you a lot to think about. Why don't you stay here for a few moments before coming back to breakfast? I'm sure things will start to look better once you've had a meal in you."

The idea of food didn't sound the least bit appealing. Still, Spencer nodded. "Thank you, Doctor."

"The pleasure is all mine, Dr. Reid."

A moment later Spencer found himself sitting alone in the room. He didn't move from his chair. Didn't rise or go to the window or make any move to go and join the others. He just sat there and held the books in his lap and tried to still his racing thoughts.

He was still sitting there an indeterminate amount of time later when the door opened. He felt Peter before he saw him. The teen came forward, pausing for a moment before crouching down beside Spencer's chair. Even if Spencer hadn't been able to feel his worry it would've been easy to see in his eyes. He didn't say anything at first. He just squatted there with an ease that Spencer was sometimes jealous of, before he remembered his body was _young_ and he could likely do that now too without any pain in his knees.

Spencer closed his eyes and drew in a breath to steady himself. "I'm not going to be able to go back with you, am I?"

It wasn't a question, not really, yet Peter answered it anyways. "Mr. Stark said I could set you up in the room next to mine. I've got a room over in his wing of things here. He was gonna put you in this wing, but Colonel Rhodes said he should let you be next to me and Mr. Stark didn't argue it, so…"

For once Peter's ever-present babble was absent. The somber atmosphere in the room had them both quiet. Spencer kept his eyes closed as he took a few more steadying breaths until his stomach felt less like it was churning and he was sure he would be able to keep his emotions under control. When he finally opened his eyes again and turned to look at this kid he called friend, he tried to give Peter a small, reassuring smile.

He was pretty sure the teen saw right through it. Still, he didn't call him on it, and for that Spencer was grateful. "Come on, I'll show you where it's at." Peter said instead.

Spencer let himself be led out of the room and in the opposite direction of the kitchens. Their route took them a little bit. According to Peter, "We were on the common floor before. It's the top floor of the Avengers half of the building. Top floor is their common floor, under that is a floor for all their rooms, and then there's uh… other things under that." He'd flushed to cover up the fact that he'd almost blurted out things he'd likely realized he shouldn't. Spencer had to give him credit, though, he moved on quickly. "This building's sort of shaped like a big U. That was the longer leg of the U, and it holds most of the housing for the Avengers and other personnel. The middle part is where the med area and other things are, and the shorter leg is where we're going. That's Mr. Stark's wing. He's got the top floor to himself, so don't try and go up there cause FRIDAY won't let you, but the floor below it has a few guest rooms on it, and that's where we are. There's my room, an you can be right next to me, and then a few more empty ones, and then on the other side of the hall there's a room for Colonel Rhodes and there's a couple other rooms, too, plus a communal kitchen area. Each room has its own bathroom, too. It's pretty freaking awesome!"

The description kept up the whole way there, through security that Spencer deliberately tried not to notice.

Eventually, they ended up in yet another hall and Peter tapped at one door, telling Spencer "This one is mine" with such a smile on his face it was hard for Spencer not to smile back at him, before he moved on to the one next to it and opened up the door. "And this one is yours."

The room was about the size of Spencer's living room back home. The young genius walked inside, still holding his books to his chest, and looked around him. Any other time and he might've been a bit in awe. The bed was king sized and covered in plain grey sheets and a comforter. The headboard was pushed up against the far right wall, with a nightstand on either side. There was a lamp on one of the nightstands and a clock on the other. There were windows covering almost all of the wall directly in front of Spencer, letting in lots of natural right. To the left there was a desk with just a lamp on it, a rolling desk chair, and then there was a large chair and coffee table tucked over into the corner next to a bookshelf. The room was cozy and comfortable looking and Spencer really couldn't have cared less.

He stood in the middle of the room and closed his eyes yet again. One week. He'd had one week with Peter to try and get himself as comfortable as possible in this midst of all this chaos. Now his world was getting turned upside-down again and he was in a new home with adults who knew well enough to not trust him. Even with Stephen verifying his story, it was likely these others wouldn't trust him. They obviously didn't trust him to be around Peter anymore. Was he even going to get to see him after this or was Tony going to try and keep them apart?

Spencer didn't realize how trapped he was getting in his own thoughts until Peter's voice broke through. "Spencer… Spencer?" There was the soft sound of footsteps as Peter moved closer. "Are you, uh… are you okay?"

"Yeah." Spencer said slowly. He wiped a hand over his face and hated how it shook. Curling his fingers in, he dropped his hand down and curled it back over the books, trying to hide it. He deliberately turned away from Peter and walked over towards the desk to set the books down. It let him put his back to Peter and hopefully hid whatever look was on his face.

"Did something happen? With Dr. Strange?"

Setting the books down, Spencer pressed his hands flat on them, staring at the obvious signs of age on the cover of the top one. These were old, old books. He was going to have to be careful with them. "No, no. I just…" Spencer paused and sighed. It wasn't like it'd cause any harm to admit it. He turned back to Peter and tried to smile at him, hoping that it would work to reassure him somewhat. "It was a rather illuminating conversation, that's all."

There was a hint of hesitance in Peter's body language as he moved himself forward, only to stop, unsure. It made Spencer's stomach twist to see. While Peter had been in turns nervous or awkward or uncomfortable before, he'd never really come off as this hesitant or unsure, not since the beginning. Spencer found that he didn't like seeing it now. Because of that, he made a quick, split-second decision. Pushing past his own discomfort, he stepped forward and lightly brushed his fingers over Peter's arm. "Come on. I need somewhere to breathe for a bit that isn't surrounded by electronics."

The smile he got from Peter brought out his own in return. It grew even more so when Spencer looked up to the ceiling and asked "FRIDAY…" He paused, slanting a questioning look at Peter, and got a quick nod in return to let him know he'd gotten it right. "FRIDAY, what's the quickest way outside?"

He was a bit surprised when one of the windows near the chair opened. "This might be the best choice for what you want, Dr. Reid."

The fact that she – and that voice was definitely female – knew enough to know that he could easily get out the window, or maybe she just assumed that Peter could take them out, should've bothered him. It didn't. Spencer found himself actually smiling. "Thank you."

If only his team could see him now. Spencer was amused by the thought as he climbed up into the open window. None of them would believe the change in him. They wouldn't picture him the type to do this. The only one who probably wouldn't be surprised was Derek. He knew Spencer well enough to know there was a bit of a daredevil in him sometimes, in the right circumstances. He would've laughed if he were there to see as Spencer braced on the window and then _leapt_.

The energy board was easy to call up. It caught Spencer only a few feet down, after a rather thrilling freefall.

He made it bigger just in time for Peter to land half beside and half behind him. The other teen was grinning broadly at him, not showing any signs of being bothered by his injuries. He put one hand on Spencer's shoulder to brace himself and then lifted one finger on that hand to point over in the distance where there was what looked like a small forest. "There's a little lake over that way. Put us down in the trees and we can walk on over."

That sounded like a good plan. Spencer rolled his shoulders a little and let the power on his board push up just enough to grip at both their shoes. It'd allow them to move their feet, so long as they didn't try to pull off the board. It'd keep them on it. Then, with a smile, he called out "Hang on!" and pushed them forward, shooting them up into the sky in a move he knew would make Peter laugh.

After only one loop, just because Spencer couldn't resist the second-hand joy he got from his companion, he finally landed them at the edge of the forest. They both stepped down just as Spencer let go of the energy and the board's energy drew back into him.

Being out here, standing down on solid ground, was enough to take a bit of the tension out of Spencer's muscles. His steps became easier as he and Peter moved away from the building and onto a small path that looked like it led into the trees. Judging by where it came from and where it went, it was likely part of a jogging path of some sort. There was no one on it now to bother them as they stepped into the shelter of the trees.

Peter walked quietly beside him. Despite what other people probably thought, the teen was capable of being quiet. He was actually pretty good at the type of silences that Spencer sometimes preferred. Sure, he could babble with the best of them, sometimes putting Spencer to shame with his rambling ability, but he also knew how to be quiet and just _be_ sometimes.

They walked for a little while together without saying a word. It wasn't until they were well into the trees and Spencer had almost completely relaxed before he finally spoke. Even then, it was a low "Thanks."

"No problem." Peter said easily. "I didn't even stop to think what it'd feel like for someone with your kind of powers to have to be in there."

"It's fine."

"Are you sure? Because – it doesn't have to be, Spencer. I mean, yeah, there's not really much else we can do, and I know you're gonna stay no matter what I say, but that doesn't have to mean that it's all fine. It doesn't have to mean _you're_ fine."

Spencer didn't answer right away. He took a breath first and lifted a hand, trying to visualize what he wanted. He gathered the energy needed and gave a small wave of his hand to spread it out in what ended up an electrical shield around them that would be invisible to the naked eye, but would keep them protected from anyone trying to listen in on their conversation. Only when that was in place did he finally drop his hand down and let himself relax the rest of the way. At Peter's curious look, he flushed a little. "Electronic shield." This time his hand waving was just a flustered sort of gesture around him. "I figured it'd be nice to talk without being listened to."

Instead of being bothered by that or worried about what Spencer might want to say, the only reaction that Peter gave was a broad grin, followed by a slightly awed "Awesome." His smile was quickly replaced with a frown once more. "So what's up? What's going on?"

The fact that they now had privacy – at least, he hoped so – meant that Spencer didn't have to fight as hard to hide his sigh. Granted, he still tried some, because this was Peter, who was just a _kid_ no matter how much he might protest that title, and burdening him with Spencer's problems seemed ridiculous. He was the adult here. He should be able to handle it! Yet… this past week, they'd gotten somewhat close. And Peter was the one he trusted the most in this world right now. He was also the one who would have the answers to some of Spencer's questions. "These people – you trust them, right?"

"Yeah! Yeah, absolutely!"

There was nothing in his body language or his emotions that suggested he was lying to try and make Spencer feel better. Peter wasn't good at hiding things, either. He wouldn't have been able to hide anything like that from Spencer. Which meant that he was being honest. He really, truly trusted the people here. "All of them?"

"Yeah!" Peter nodded emphatically. "I mean, I don't know Vision all that well, but I don't think anyone really does. Not even him. He's still sort of… young. And new. But he wouldn't hurt anyone. I know _that_. Not unless he had to. And Colonel Rhodes is awesome. Him and Mr. Stark have been friends since college. He's a good guy. They're all really great, Spencer. Really. I mean, they can get a bit overprotective, and sometimes I think they forget that kids can do things too, and they're _ridiculous_ about curfew and eating and stuff like that, but… I don't know. They're, uh… they're nice."

The color that bled into Peter's cheeks with those last words was sweet. Spencer leaned in just enough that his shoulder bumped against Peter's bicep. Then he tilted his head enough that he could smile up at Peter. "If you trust them…then I'll trust that I'm safe enough here. The rest, well – I wasn't figuring anything out on my own. I can only hope being here with them will help."

The blush in Peter's cheeks deepened even as his grin stretched wide. "If there's anyone who can figure it out, it'd be them. Dr. Banner and Mr. Stark, they're like, some of the smartest guys on the _planet_."

Spencer dropped his gaze back down and coughed to cover up his chuckles at the obvious hero-worship in Peter's voice.

After they'd been walking in silence for a bit, Spencer lifted a hand and waved it, dissipating the shield that he'd built around them. Then he stuffed his hands down into his pockets and let his body just relax.

* * *

By the time they made it back to the main building, both were much more relaxed, though Spencer could tell that Peter was definitely ready for more pain medication. It was part of why Spencer had turned them back around. Peter had been pushing himself too much for someone so fresh from surgery. Even someone with a healing factor. It was also why Spencer had opted to fly back instead of walking. He'd called up his board, much to Peter's surprise, and didn't give him much of a chance to decide if he wanted to use it or not. "Come on, it's time to get you back home."

"I'm fine." Peter insisted, even as he let Spencer tug him up onto the board. Instead of climbing up to stand by him, the teen just climbed up onto the edge and sat there, his legs dangling as Spencer drew the board up into the air. The only concession he made to balance was to reach out and curl a hand around Spencer's ankle.

Spencer didn't protest the touch even if he kind of wanted to. He just set a course towards the window they'd left from, which was still open for them, and he made sure that his powers wouldn't let Peter just slide off. When they got close to the windows, one of the bigger ones opened, making a clear route for them to fly in, and Peter drew his legs up to cross them under him so they'd be out of the way as they sailed inside.

There was a guest waiting for them when the two arrived. Spencer wasn't surprised – he'd seen him already, and sensed him as they got closer. When he flew into the room he didn't flinch at seeing Tony Stark sitting against the head of the bed with his legs stretched out on top the blankets. The man had a tablet in his hands – Peter had told him they were called Starkpads, and the teen was desperate to be able to own one – and he was tapping away at it as they came in. He didn't look up, not until Spencer stopped the board in the middle of the room and Peter slid down carefully to his feet, calling out a slightly cautious "Hey, Mr. Stark."

"Finished with your morning constitutional, I see." Tony said dryly, tapping a few more times at the screen before laying the tablet down in his lap. He smiled up at them as Spencer let go of the board and hopped down to stand at Peter's side. "I hear those are good for your health, or something like that."

Peter made a funny sound, no doubt ready to protest, but Spencer beat him to it. "They are, actually. In all definitions of the phrase. Especially for someone in your age range. You should try it. An early morning walk has been proven to help reduce high blood pressure and high cholesterol."

His words had Peter choking a little. Tony narrowed his eyes. "I can't decide if you're being honest or sassy. Or both. So, I'm going to ignore it, and pretend that you didn't just call me _old_. Instead, we're going to discuss what I actually came in here for." He tossed the Starkpad to the side and sat up a little, curling one leg in and letting the other one drop down to the floor. "As you can probably guess, Strange came down and confirmed your story for us. I may not like the idea of magic, and I rarely trust things that can't be explained by science, I'm not enough of an idiot to discount an expert just because I don't approve of their field. If he says you're telling the truth, I'm gonna believe you. But that mean's we've got a few options here."

This sounded like it was going to take a moment and Spencer didn't want to keep Peter on his feet any longer than he needed to. The kid was definitely in need of medication. Spencer held a hand up Tony's direction, requesting silence, and then turned his focus to Peter. Because of that he didn't see the surprise on Tony's face at being silenced. Spencer reached out and made himself lay a hand on Peter's arm, just a light touch. "Peter, this sounds like it's going to take a while. Why don't you go find Dr. Banner and I'm sure Mr. Stark or I will come find you when we're done." When he saw that Peter was about to protest, he pressed his fingers in just a little and lowered his voice. "I can feel how much you're hurting, Peter. Go on, go take something for it. I'll be fine. I trust you, remember?"

There was a brief moment of indecision on Peter's face. Then he sighed and nodded. "Fine. You'll come find me afterwards?"

"One of us will, I'm sure." Spencer said. It wasn't an answer, but apparently it was enough of one that Peter accepted it. With only a little grumbling, he left the two of them alone in there.

Spencer waited until the door was closed before he turned to get the rolling chair from the desk. What he planned to say was cut off when he saw the food that was sitting on the coffee table. The sound of Tony moving had him turning to look back at the man. As Tony pushed himself up to his feet, he gestured towards the spread of food. "You left without eating. Big no-no in this house, especially for kids with super-fast metabolisms, who are _way_ underweight."

Looking down at himself, Spencer did a quick mental calculation, trying to guesstimate his weight and then match it up to what he knew he'd been last time he was this age. "I'm not that far off of what I was before. Five, maybe ten pounds?" He shrugged and looked back up at Tony. "Fairly standard for when I was this age." Still, the idea of food sounded good.

As Spencer made his way towards the chair by the coffee table, he missed the strange look that Tony gave him, though he picked up on the slight curiosity. "You remember what you weighed at twelve?"

"Fifteen." Spencer corrected automatically. He slid down into the chair and glared up at Tony just a little. "I'm not twelve, Mr. Stark. And yes, of course I do."

Tony snorted. Pulling out the desk chair, he spun it around backwards and sank down into it, folding his arms to rest on the back of it. "Oh, of course. Because everyone remembers what they weighed when they were babies."

The sarcasm wasn't lost on Spencer. It took him a minute to understand the reason for it, though. Then it clicked. While he might've told them that he was a doctor, and Peter had spilled about the amount of his degrees, he hadn't shared anything else really with this man beyond his previous profession and how he'd gotten here. Tony had no idea about his mind. He wouldn't understand why Spencer considered it natural to remember his weight at fifteen. That realization softened Spencer's annoyance. He was no longer glaring as he reached out to the platter in front of him and picked up the empty plate that sat next to the platter of hot foods and cold fruits. He opted to take one of the thinner pancakes and load it down with fruit as he explained himself to Tony. "I'm an eidetic, Mr. Stark. I don't tend to forget things. Especially things that involve numbers."

"You're an _eidetic_?"

The absolute shock in that had Spencer looking up as he settled back into his chair. For the first time there were no masks on Tony's face. He was just openly gaping at Spencer.

Furrowing his brow, Spencer nodded. "Yes. Do you… do you not have those here?" Wouldn't that be an interesting difference. Not that eidetics were common in his world or anything, but they did exist.

"They're largely considered a myth here. Impossible. A photographic memory, yes, but there are no actual cases of eidetics out there."

The fact that Tony knew the difference between a photographic memory and an eidetic memory made Spencer want to smile. So few understood. A person with a photographic memory could recall an image almost perfectly; as if their brain had taken a snapshot of the moment for them. But that was all it was. A snapshot. A photo. Dull, flat, and lifeless. Spencer didn't know how people functioned with a memory like that. His memory – it was _alive_. Memories for him involved all of his senses. He didn't just recall a flat image. He saw a living movie around him. He could see it – feel it – smell it – hear it. All of it was brought back for him. For the longest time he hadn't known that people could think any other way.

Tony was looking at him with a hint of fascination that was tempered by – was that horror? Sympathy? Pity? Spencer didn't get a chance to question it before Tony blurted out "And they let you work at the FBI?" Then he huffed out a breath and threw up his hands. "What am I talking about. _Of course_ they let you work there. They probably begged you to work there. I doubt they gave a damn about your mental health. _Jesus_."

"Better under their control than no control at all." Spencer said philosophically. While he might not have fully understood when he was being hired, he'd had plenty of time over the years to come to terms with why the Bureau had been so willing to get him. Willing enough that he'd become the youngest agent to ever be hired and allowed in the field. The only agent to have almost all physical requirements waved just so he could join them. "I wasn't someone they could risk being outside of their control. The risk was considered too high." Pausing, Spencer tilted his chin up. "Your government is going to feel the same way."

He watched as Tony sighed and deflated for just one moment. "Yeah, I know." In between one breath and the next the man drew his shields back up. He straightened his spine a little, the worry lines vanishing off his face and a half-smirk sliding in, giving him a sort of I-don't-care vibe that was at complete odds with the exhaustion that Spencer could feel from him. "That's part of what I'm here to talk with you about, small fry. See, we've got a few options here, and I think you've got the right to help pick which one you like best."

"Okay." Spencer settled himself in more comfortably, drawing his legs up to cross them under him, and he put a bite of food in his mouth almost absently. All of his focus was on Tony.

"Has Peter explained anything to you about the Accords?"

"A bit. The general gist of them. I read through them while I was at the library, though. I felt it prudent to be educated on it if I was going to be stuck here."

Again, Tony looked surprised. Also, a bit pleased. "Okay then, that makes this a bit easier. You've probably realized then that, legally, I'm required to report your presence to the Council. Since this happened on American soil, in New York – a city I have some pull in – it wouldn't be hard for me to get permission to investigate this. But there's no guarantee that they'd allow me to house you here, especially since you're in the body of a minor. That means you'd most likely be taken and held at a government facility while Strange, Brucie, and I work on a way to get you back home."

That sounded like a terrible option and one that Spencer really wanted to avoid.

"Our second option is close to that. We've already reported the original incident and we have permission to look into it. We'd simply just… not tell them that you're here until after the fact."

Spencer raised an eyebrow in surprise. "That'd risk putting you in quite a bit of trouble, Mr. Stark."

The older man shrugged one shoulder as if this were no big deal. "Maybe. See, here's where it starts to get a bit… tricky." He lifted one hand and waved it around in front of him as if to emphasize how tricky it was. "When Bruce and I were looking at your blood work, we happened to find something called the X-gene. What that means for you is that the body you're in, it's not a superpowered human like, say, Peter. Your powers weren't created by something external. You're what the world refers to as a _mutant_. As such, you're not technically covered underneath the Accords. At the moment the Accords only cover superpowered humans, or superheroes. Or the Avengers. They don't cover mutants. Not yet, at least. Charles and I are still working on ironing out the sections made to deal with mutants."

"I have so many questions about this X-gene." Spencer admitted. God, did he ever! He made himself focus, though. "I can see what you mean, however, about the protection it offers me, but what about you? If your government finds out that you've been hiding me here, is the fact that I'm a mutant going to help offer you any kind of protection?"

The fact that Tony felt _confused_ about Spencer's question was worrisome. Almost as much as the way he brushed it off. "It'll be fine. Besides, the only people allowed out here are teammates, and none of them are going to say a word. Even if someone _does_ discover you, or if they already saw you out in costume with Spiderman, it doesn't mean they'd have to know you're connected to the event that brought you here. We just need to make sure we've got an identity prepared for if that happens. But all of that is _if_ you decide to stay here."

"Where else would I go?"

"That friend I mentioned – Charles – he'd be more than happy to let you come and stay with him. He runs a school for mutants that're learning their powers."

A whole school full of children, mutant children? Spencer shuddered. No. He could only imagine what it would feel like for his empathy while there. Children seemed to feel stronger than most people did, except for Bruce. Being stuck in an entire school of them? There was no way his shields would be able to stand up to anything. Besides which… he'd meant it earlier when he'd told Peter that he would trust in Peter's trust of the people here. Going somewhere strange – no. But at the same time, "I don't want to create trouble for you, Mr. Stark, or anyone else here."

Again, Tony waved a hand at him, and this time his emotions backed up the dismissive gesture. " _Please_. All the adults in the house took a vote and each one of us is willing to have you stay here. If – and it's a pretty damn big _if_ – someone finds out who you really are, we'll deal with it. But the chances of that are slim."

"If you're sure…." He watched Tony carefully, trying to read his face, his body, his emotions, anything to make sure that the man was totally sure about this. When he found nothing to suggest otherwise, the teen nodded. "I'd like to, to stay here. Peter trusts in all of you. I see no reason not to put my faith in that."

He could tell that his words caught Tony off guard. Just as he could tell how they pleased him. Any sign of the real emotion was hidden from his face, though. He covered it up by pushing up to his feet and clapping his hands together. "Great! Well, consider today your 'resting' day. Eat, get some sleep, get settled. I'm sure Peter will come keep you entertained. May's letting him stay, and I sent Happy to go pick up your things from their place. Whatever else you need, just let FRIDAY know and she'll get it for you. Any questions, you can ask her, too."

"Thank you, Mr. Stark."

"Tony." He corrected him. "I've seen you half naked and dripping blood, and now I'm hiding you from the government. I think you can call me Tony. Now! Take your day, get some rest, and tomorrow we'll get together and do a few tests and see what we can come up with. I'll see if I can get Xavier to send someone out, too, to at least assess your powers. Mutant powers are a bit different than kinds like Peter's here. He'll be able to take a look at things and give us some pointers on control for you."

"Thank you, Mr. Stark – Tony."

Once the man was gone, Spencer stayed in his seat for a moment, thinking about everything he'd just learned. He continued to absently pick at his food. He stayed silent long after Tony was gone, even after his plate was empty, wondering if he'd made the right choice, if he could trust these people.

If he was ever going to be able to go home.


	10. Chapter 10

Spencer took Tony's advice and gave himself a 'rest day'. He didn't spend it in his new room, though. No, he spent it in Peter's. The two of them shut themselves away and just spent the rest of the day in there together. They talked a little, about what Tony had said and what he'd offered. Spencer gave Peter the bare bones details of things. Mostly, he reassured him that he wasn't going to go anywhere. The two spent the rest of the morning just talking, trying to stick to relaxing subjects, finally breaking when it came time to grab some lunch. Thankfully, someone seemed to understand that neither teen was in the mood for company, because FRIDAY let them know there was food outside the door and the two found a tray there waiting for them with no one nearby.

After lunch, Peter ended up taking a nap at Spencer's insistence. He chose to climb into the hammock he'd made out of webs in the corner of the room instead of taking the bed. It took mere minutes before he passed out.

That left Spencer free to take some time and just think. He sat down on Peter's bed, propping himself up with pillows against the headboard, and for a little while he just sat there and stared out the window as he tried to process everything that had happened and all that had changed. There was so _much_. Added on to everything now was the worry that he was going to get these people in trouble with his presence. Tony was right – according to what Spencer had read of the Accords, the people here were legally required to report his presence and let the public know that there was someone with powers in their midst. Someone they didn't know and who could be a potential threat. The fact that they were willing to keep his presence a secret – these people who had seemingly fought so hard in favor of the Accords – was staggering.

The Accords themselves were something that Spencer had been leery of at first. When he'd come across them in his research at the library, he hadn't been sure what to feel about them. On the face of it, it looked like a way for the government to try and control those with abilities. To take them and lock them away or use them as they saw fit. It wasn't until he sat there and read through it all, as well as some of the big events that had brought them about, that he began to understand.

The original outline of the Accords that he found had been rough and had definitely needed work. It'd been too tight in some areas, and hadn't covered others that were probably important, and it'd allowed room for people in high positions to step in and abuse it. But the more he read, the further he went into things and the more amendments he discovered – it was shaping up to be something _good_. Something that would protect the world while also protecting the superpowered individuals. These individuals, they had rights just like anyone else, but at the same time the _people of the world_ had rights. They had the right to want to be safe. They had the right to _not_ want superheroes in their country. Whether or not that was a smart move, that was their choice. You couldn't take away someone's choice just because you thought it was stupid or that you knew better. One individual shouldn't have the power to ignore an entire country's request.

He'd seen a few interviews of Tony Stark talking about them. About why he supported them – "We're people, just like the rest of you, and that means we should be held accountable for our actions. More so, even, when our actions can have such devastating effects…" – and the hard work he put into them.

To have that same man sit here and offer to _hide him_ was crazy. Even crazier when Spencer thought about the fact that Tony had admitted the other adults in the house had voted and agreed on this course of action.

Why? Was it because they felt for his situation? Because they didn't view him as a threat? Because they worried about what might happen to him? Or was it simpler than that – was it that they trusted Peter, and Peter wanted to protect him?

Spencer didn't know. Nor was he sure he ever would. However, he _could_ make it as easy on them as possible, and try to stay out of trouble. That meant being extremely careful if he went out at night with Peter again.

Once Spencer processed his way through that, he moved on to other things. Namely, the books that Stephen had given to him. Some were about mental powers, with sections on empathy, and another was about meditation, while there was an entire one dedicated to just empathic abilities. The information that Spencer found in there was fascinating. It kept him interested as he read through one after another after another at a speed that would've surprised anyone looking on.

Peter slept most of the day away. His body needed it to help his healing along, and pushing himself to be up and about this morning – Spencer felt more than a little guilty over that – hadn't helped anything at all. The only time he woke up was when FRIDAY alerted Spencer that there was dinner outside the door. Spencer got Peter up long enough to get food in him, and to take a second to check his bandages and assess his healing, and then the room was quiet once more as Peter drifted off to sleep.

If Spencer ended up sleeping on the teen's bed, there was no one but FRIDAY around to judge.

* * *

They couldn't hide forever, though. When they were both up the next morning, neither had to mention it, but both knew that they couldn't stay in there.

"It'll be all right." Peter reassured Spencer, bumping their shoulders together as they stood in his room. "Why don't you go ahead and go get dressed while I go find us some breakfast?"

The nerves that Spencer had been pushing back came rushing forward once he was in the privacy of the bathroom. Under the spray of the shower, the young genius was able to bow his head down and finally stop trying to hide what he was feeling. He let the panic roll through him and didn't bother to push it back. Instead, he closed his eyes and just, let go, letting the shakes run through him, letting the tears be washed away under the shower's spray. Fear ate at him and left him nauseous. Despite his bravado with Peter, and the calmness he tried to portray, he was terrified. Completely and utterly terrified.

The information he'd learned about his empathy yesterday hadn't helped matters, either. Because there'd been enough information in there that suggested Spencer had been right in bringing up his worries about his own emotions. From the sounds of it, with enough practice an empath could learn control, but that didn't mean they were going to be able to control their own emotions. They couldn't stop what they felt. All he was going to be able to do was learn how to cope with it. That skill couldn't come fast enough. Not even during his actual teenage years did Spencer remember feeling things this strongly. Every emotion felt like it was amplified. When he was happy, it wasn't a little thing, just the warmth and a small smile that had always made Derek grin at him. It was bigger now, a full-body feeling that made him want to grin and rock up onto his toes. When he thought of his friends back home and the grief tried to slip in, it wasn't the heavy ache that he associated with loss. It was a soul-crushing _pain_ that had him wanting to curl in on himself and sob.

So far he'd managed to keep his composure as best as possible and keep all this under lock and key. How long was that going to last? How long was he going to be able to get by with holding it in until he could break down in the shower like this?

By the time Spencer climbed out of the shower, he'd managed to stem the tears and at least curb most of the shaking. There was still a slight hint of a tremor in his hands that he hoped would fade away.

There was a bag on his bed that was full of his stuff from Peter and May's house. From there, he pulled out some clean clothes, opting for the softest jeans and shirt that he had in there. How it was that Peter always had the softest of fabrics, Spencer didn't know, but he much preferred them to the usual rough feel of jeans or the itchiness of some t-shirts. Sensitive, his mother had always called him, laughing when he'd buy another pair of slacks or button-down shirts. She'd never judged him for his little quirks. If he didn't want to buy something because the texture didn't feel right, or if he wouldn't eat something because it had a strange feeling in his mouth, or when he'd begged for new sheets because the last ones had left him feeling like his skin was trying to rip itself off, she'd never once judged him. Just smiled and kissed his head, maybe ruffled his hair a bit. "My sweet, sensitive boy." She'd call him.

Spencer curled his hands into the hem of his shirt as he pulled it down his stomach. He had to close his eyes to fight back the tears that wanted to come forth. Thinking of his mother _hurt_. How was she doing? Did she miss him – did she even realize he was gone?

Her health had been getting worse. Alzheimer's mixing in with the schizophrenia… it wasn't a good combination. She rarely recognized him anymore when he came by and often mistook him for his uncle, who'd passed away when he was just five. It was hard to see her like that; hard to walk into the room and know that there was almost no chance that she'd recognize who he was. Gone were the times where he could come and visit her and sit at her side, or sleep in her room, and get more than just a glimpse of the woman she'd once been.

"Dr. Reid." FRIDAY's voice broke into Spencer's thoughts. Immediately he brought a hand up and tipped his face down at the same time, discreetly wiping at the moisture he could feel on his cheeks. FRIDAY, bless her, didn't comment on it. "Colonel Rhodes just finished making breakfast down in the communal kitchen."

Spencer licked his lips and wiped one last time at his face. "Thanks, FRIDAY." There was only a hint of hoarseness to his voice to give himself away. He used his towel to carefully dry off his face and hide any traces of his tears. There was nothing he could do about the red-rimmed look, and he cursed himself for being stupid enough to let himself get that upset again, but there was nothing to be done for it. After tossing the towel into the hamper, he drew himself together as best as he could and made his way out to the communal kitchen.

He found Jim in there, serving up what appeared to be some sort of weird… breakfast mixture _thing_. Just the sight of it was enough to have Spencer's stomach twisting and his nose wrinkling.

Peter was already perched on a bar stool – this kitchen was set up much the same as the one in the Avengers wing, only everything here was done in yellows and greens and lighter woods – with a plate of his own. He beamed at the sight of Spencer and gestured for him with one hand. "There you are! Come on and eat. The Colonel makes an _awesome_ breakfast!"

Chuckling, Jim shook his head as he cast an amused look Peter's direction. "What did I say, kid? James or Jim, pick one. None of this 'Colonel Rhodes' business."

A hint of color dusted Peter's cheeks but his grin was wide and bright. "Yes, sir."

That had Jim laughing again. He threw a towel Peter's direction, which was easily dodged. "Sassy little shit." He said the words with obvious fondness, though. Smile still in place, he looked up at Spencer. "Come on and join us, Spencer. I've got plenty enough for everyone."

The idea of sitting down to eat wasn't the least bit appealing. Spencer cast a quick look at the food once more as he made his way over to join them. Seeing it only made his stomach roll again. Yeah, no, he wasn't going to be eating that. Not unless he wanted to throw it back up everywhere. "I'm, um, I'm actually not that hungry." Spencer tried to make himself sound as polite as possible. "I'll take some coffee, though. Do we have any of that?"

Jim lifted the spatula in his hand and pointed it at Spencer, a firm look on his face. "Nope, nuh-uh, no meal skipping in this house. Especially not for teenagers with high metabolisms. Doctor's orders."

Just barely did Spencer manage not to grimace. "Honestly, Colonel – Jim." He corrected himself when Jim opened his mouth to remind him. "Jim. I'm really not… I'm not hungry. But thank you. I appreciate the offer."

Before Jim could protest or Spencer could say anything else, Peter looked up from his own food, over to Spencer, back down to his food, and then back up again with a look of realization on his face. "Oh! I forgot. Shoot, Spencer, I'm sorry." He quickly turned towards Jim and used his fork to gesture over his plate. "Spencer doesn't like his eggs all mixed together with anything. It like, I don't know, grosses him out or something. He won't eat it."

This time it was Spencer's turn to be embarrassed. He hadn't realized that Peter had noticed that little quirk. Nor was he entirely comfortable with having it pointed out. Usually, this was the point where people would laugh at him, or start to make fun of him, or a million other responses that so rarely turned out good for Spencer.

That was why he was so surprised when Jim just nodded like it wasn't a big deal at all. He didn't laugh, didn't tease, didn't do any of that. In fact, he shrugged, like it was no big deal at all. "I'll make sure to remember that." He said, nodding at Spencer. "We haven't really stocked up the kitchen yet, so I don't think we've got a lot in the fridge, but I know we've got some fruit leftover from yesterday, and I think there's some yogurt in there as well. Would those work?"

Spencer couldn't help how he smiled. "That sounds wonderful, actually. Thank you."

In short order Spencer found himself sitting at Peter's side with a platter of fruit for the two of them and a large bowl of yogurt. He also managed to get a rather large mug of coffee with just a bit of milk and plenty of sugar. When it was placed in front of him, he practically felt on it, wrapping his hands around it and breathing in happily. He didn't even look up when Jim laughed at him. "Boy, Peter wasn't kidding when he said you like your coffee, was he?"

"Mm." They were lucky they'd gotten this much conversation out of him so far. Coffee was important. Derek liked to joke that a doctor was going to try and take blood from him one day and was going to come up with coffee in his veins instead.

That memory had Spencer sinking in on himself a little. He ignored the others, drinking off his coffee and picking at his food. Eventually they began to talk around him, letting him have his quiet.

It was because he was drifting a little that he noticed the change in the electrical energy around him. So far he'd been trying to block out his perception of all the electronics in this place. There were so many, they kind of melted into a constant buzz in the back of his mind. But the small shift he'd just felt drew his attention. Spencer closed his eyes and focused on that little shift. He had to parse through all the other bits around him and mentally catalogue them – coffee pot, fridge, cell phones, Jim's braces – until he was down to the one major train of electricity that always seemed to be everywhere. Without really thinking about it, Spencer reached out, trying to see what it was. He was stunned completely when he felt it _reach back_.

Excitement won out over any fear that he might've felt. He reached a little more until he felt his own energy touch the energy around him. The two connected and it felt like clasping hands. One curling around the other without either one trying to push or overpower the other. Spencer didn't even notice that he was grinning. Nor did he hear his own gasp when he felt the energy he touched _ripple_ and then – it was like a buzz against the inside of his skin, through his bones, and though there was no voice there was something that his brain labeled as sound and yet not, like he'd tapped into the frequency of the speakers around him only they were transmitting inside of him in a way he couldn't even begin to explain. **_Good morning, Dr. Reid._**

"Holy shit." Spencer breathed out. His eyes snapped open, though he didn't really see anything around him. His gaze tilted up to where his powers told him a nearby camera was installed. He looked up at it with a blindingly bright grin. "FRIDAY?"

 ** _Indeed._**

"Spencer?" Peter asked, reaching out yet not quite touching him. "What's going on?"

Spencer waved one hand Peter's way in a bid for him to wait. Then he focused on that bit of energy he was still clasping and, he wondered, maybe if he just… **_Can you hear me too?_**

 ** _I can_** **,** FRIDAY sent back. There was something like amusement in her voice, shifting through her energy. **_I wasn't sure you'd be able to hear_** **me** ** _though._**

Laughter bubbled up Spencer's throat. He was electronically communicating with an _AI._ The idea was insane. **_I can hear you, but at the same time I can't. I'm not entirely sure how this works._**

 ** _It feels the same as sending a text for the Boss. Or talking with my siblings._**

 ** _Your siblings?_**

Any chance for FRIDAY to answer that was lost when the elevator at the end of the hall dinged and all three humans in the room heard Tony's loud "Spencer Reid, where are you?" A second later the genius was practically skidding into the room. He was in slacks and a button down, looking for all the world like he'd come from a meeting if it weren't for the color in his cheeks and the messy hair. Jim made as if to go towards him, and Peter braced himself for trouble, but Spencer met Tony's excited gaze and knew what this was about. In an instant Tony was crossing the room towards him. "How are you doing it?"

There was no point in pretending to not know what the man was talking about. Spencer was at least grateful that Tony didn't seem afraid by this development. If anything, he looked excited and enthralled. Spencer's lips twitched with the urge to smile. He gave a small shrug of his shoulder and shifted himself to better be able to look at the other genius. "I'm not quite sure. We were just discussing it."

"Um, someone want to explain what's going on here?" Jim demanded, still looking on alert, though less so than before.

Tony didn't look away from Spencer as he blurted out "He's electronically communicating with my little girl. I want to know exactly how you did it – every step!"

"I didn't really realize what I was doing at first." Spencer began to explain. He drew in the mug he'd almost forgotten he was holding and took another drink, letting the caffeine help to kickstart his brain. He, too, was caught up in what he'd just done, almost as eager as Tony at the idea of it. "Your house, it has a constant electronic buzz. Most places do, though yours is quite a bit stronger than most. So far I've tried to ignore it until it was just white noise. But as I was sitting here, I felt something shift, something that changed."

"He felt my cameras go from passive to active, Boss." FRIDAY supplied helpfully.

So that's what that'd been. Huh. Interesting. Spencer logged that away in his head so maybe he'd be able to recognize it later. "I was curious as to what it was, so I tried to just take a look. After I labeled and separated all the various energy sources in here, I was left with just one. I… reached out to it, I guess you'd say, and it reached back." They were still holding on to one another, actually. "After that… I'm not sure how she sent a message to me. It was strange, like it was inside of me. I could hear her and yet… there wasn't sound. FRIDAY said it was like when she sends a text for you."

Tony looked fascinated. His eyes were a bit wide and his mouth kept falling open like he was trying to speak, only the words wouldn't come.

"Dude," Peter drawled out, leaning on the bar until he was at Spencer's side. He looked both impressed and amused as he stared at Tony. "I think you broke him."

Jim just laughed. Then he whipped out his phone and took a picture. "Perfect! I'm showing this to _everyone_."

They never got to know what kind of words Tony might've come up with. FRIDAY spoke up, drawing their attention. "Boss, it looks like your guest is arriving." The hold that FRIDAY and Spencer had pulsed a little before she started to draw back. Spencer found he was surprisingly reluctant to let go. He did, though.

A long-fingered hand came up and pointed right at Spencer. "This isn't over yet. We're adding this to the list of things we need to test. Until then, be nice to my baby girl, she's still just a baby." There was a distinct warning in those words and in Tony's emotions that Spencer knew was real. Tony wasn't joking around about this. He was letting Spencer know to be very careful. In that moment, he very much looked like a father protecting his daughter, and Spencer's mind went back to FRIDAY's comment about talking with her siblings… _oh_. Well then.

Spencer made himself meet Tony's eyes as he nodded his head. "I give you my word, I won't hurt her, Mr. Stark. Not intentionally."

For a moment more Tony just looked at him. There was no doubt he could see the seriousness of Spencer's words. He gave a small nod back, just a tiny one, and then the mask was slipping back into place. A mask that Spencer was just beginning to realize _was_ a mask. He was smiling brightly at them and he clapped his hands together as if to make sure the attention was firmly on him, despite the fact that it already had been. "Well! Now that that's settled – you ready to go meet the person who's going to assess your powers for us?"

"You have someone capable of that?" Spencer asked with interest.

Jim cleared his throat, trying to draw their attention. "He just sat down to eat, Tone. It can wait a few minutes."

But Spencer was already pushing up from his chair, waving Jim off with one hand while using his other hand to bring his mug up so he could finish his coffee. "No, no, it's fine." Spencer said as he set the cup back down. The idea of meeting someone who was capable of telling him about his powers – giving him the information that Spencer didn't have, the facts that might help him finally _understand_ – was a lot more important than breakfast. Food would still be here later. For Spencer, information and learning won out over eating any day of the week. "You think that this person is going to be able to help me understand my powers?"

"He's the one I mentioned to you, the one that runs a school for mutants." Tony explained. "If there's anyone that could help, it'd be him. Not to mention the man's a mutant himself. He's a telepath, so if there's anyone that can understand mental shields like what you need, it'd be him." There must've been something on Spencer's face that showed just how he felt about being near a telepath – the idea of that was enough to make Spencer shiver and want to suddenly draw what little shields he had as tight as he could get them – because Tony's expression gentled a little bit. "He's good at what he does, Spencer, and I trust him to help."

So much trust was being asked for around here. Spencer couldn't help but wonder when he was going to reach his limit. Trusting people had never gone well for him. It wasn't something that he did lightly or easily. Life had taught him far too early that you couldn't ever really trust anyone but yourself. Working at the BAU, that had helped him learn how to trust again, at least a little. But that didn't mean it was easy to do with people he didn't know. They usually had to _earn_ it first. Yet since coming to this universe it seemed like Spencer was being put into situations over and over again where he was the one required to trust everyone else to know best.

The room went quiet as Tony took a step towards Spencer. There was a flash of pain deep inside the man. It left a bitter taste on Spencer's tongue and an echoing throb inside his own chest. But in Tony's eyes – in there, Spencer found compassion and understanding. "This is the last person." Tony said lowly, never looking away from Spencer. "You've got my word on it, Spencer. This is the last person I'm gonna ask you to trust, just on faith. After this, everyone else – me, Bruce, Rhodey, the whole rest of my family – we'll do our damndest to earn it."

Sincerity flowed over every word. Tony meant it. Unless he was some expert at hiding any of his emotions from someone with powers, he really meant what he was saying.

One last time. He could do it one last time. Drawing in a breath that was a lot steadier than he felt, Spencer nodded his head. "Okay."

Tony smiled at him. "Okay."

No one said anything as Peter joined the two when they made their way out of the room. It was a little easier for Spencer to breathe with Peter at his side. He drew strength from the presence of someone he knew he could trust unequivocally. He could do this. He could do it. One last meeting and then he wasn't going to have to place such blind trust in anyone else. Spencer kept a tight grip on that thought as Tony led them down through the elevator and then outside. _One last time. Just one last time._

* * *

Whatever Spencer had expected of this meeting and the man that they were going to see, he wasn't quite sure. However, it definitely wasn't the three men coming towards them.

One of them was an older gentleman, who had absolutely no hair and was dressed in a well-tailored dark blue suit, and who sat in a wheelchair. The other two men walked along on either side of him like silent guards. Spencer couldn't help himself – profiling them was instinctive. The one who stood on the right of the man in the chair, he was tall and slender, with dark brown hair that was just a bit too shaggy to be considered neat. He walked with the air of a soldier. Shoulders back, chin up, spine straight. Even with a pair of sunglasses covering his eyes, it was easy to tell that he was looking all around him, keeping careful watch. The way he stood by the chair, how he angled himself, all of it suggested he was protecting the gentleman in the chair.

The guy on the other side – he was quite the difference from the soldier. He was shorter than the other, yet he made up for it with sheer mass. He had the build of a serious fighter – or a lumberjack. It didn't help that the man radiated this aura of threat to him. Even in plain jeans, a t-shirt, and a plaid shirt over that, he gave the impression of being ready to fight in an instant. The rest of his look didn't really help. A scruffy face, wild hair, and sharp blue eyes that made Spencer feel like prey in front of a very large predator.

And yet…

When the trio got close enough for Spencer to parse out their emotions from one another, identifying them as individuals instead of as a group, Spencer almost gasped. While the man in the middle was muddy, sort of shielded and yet not quite, and the Soldier's were firm and steady while being edged with extreme caution, the other man's, the wild looking one, his were _amazing_. They were intense without being that overpowering sensation that Spencer got from Bruce. His emotions were real and true and just, _right there_ , right out in the open. They weren't half hidden like some people liked to do. They weren't this weird mixture of seven different things that all felt strangely connected and left Spencer feeling out of sorts, not knowing which emotion to trust. No, what this man felt, it was straightforward, no hiding. Spencer wanted to go curl up against him and warm himself against the pleasant heat of those emotions.

Almost as soon as he had the thought, he felt himself blushing. _Don't be ridiculous! You don't even know who this guy is!_

The trio stopped at a section of the yard that carried a few benches. It was obviously meant for them to sit together and meet at. However, Spencer kept himself on his feet once they got close, as did pretty much everyone else. Spencer kept at Peter's side as Tony stepped away from them and held a hand out to the man in the chair, wearing a smile that was warm and honest. "Charles. Thanks so much for coming."

"Of course," The man – Charles – said, shaking Tony's hand. When he let go, he sat back and gestured with one hand to the men with him. "I hope you don't mind that Scott and Logan came with me."

"Not exactly who I expected you to bring." Tony said, eyeing the two.

Charles tipped his head up so that he could smile at Tony. "No, I imagine they're not. However, the one you're likely thinking of is currently away on some… family business. It was at his suggestion that we brought Logan, though. I'm beginning to believe it was the smart choice, too." As he said that last part, Charles looked over to Spencer, and so did everyone else. Their expressions ranged from surprised and curious to amused.

Amusement curled itself around Spencer, over his skin and down inside of him, echoing in his senses like a rumbling growl. "Told ya, Professor."

The sound of that voice so close beside him had Spencer's head snapping up, only to find that somehow while he'd been watching Charles, Logan had somehow managed to get right up beside him. Only… no. As Spencer looked around, it didn't take him more than a second to realize that Logan hadn't moved anywhere. Somehow, _Spencer_ had moved closer to _him._ Embarrassment had his cheeks burning. He instantly tried to take a step back.

It earned him another of those growling curls of amusement that made him want to give a happy little shiver. Logan stepped with him, coming back to stand at his side. He didn't seem at all bothered that it took him away from Charles and brought him closer to Spencer, Peter, and Tony. "Calm down, pup. You're fine."

"You have our apologies, Dr. Reid." Charles said, drawing Spencer's attention back to him and away from the man who seemingly had no problem referring to him as _pup_. Charles smiled when Spencer looked at him. "One of the residents of my school is an empath, to a degree. Though he's never been able to articulate why, he's always insisted that Logan's presence is naturally soothing. I'll admit, we were curious to see whether it was something that worked on all empaths, or on our friend alone. On the off chance it was true, we were hoping his presence would help make our meeting easier for you."

Part of Spencer was offended at the idea of being manipulated like that. Bringing someone along solely because of their calming effect on empaths seemed sort of, underhanded. _What makes it even worse is that it's working_ , he thought to himself. He couldn't even really hold on to his temper. Not when he felt the warm and easy presence that still stood at his side. But it didn't stop him from feeling wrong-footed. These people were here to talk to _him_ , he knew, yet the fact that Charles greeted him by name and title – despite no one having really gotten around to making proper introductions – and that he knew enough about Spencer's powers to bring someone to help soothe them, it meant that he knew a lot more about Spencer than the young genius found he was comfortable with.

That was supposed to be the point of them being here, though. Tony had said this person was here to talk to him about his powers and help him assess them. Which also meant that Spencer was going to have to be honest about them. _It's just like talking to a doctor. They need to know all the symptoms to be able to make a proper diagnosis. Charles is going to need all the facts to be able to properly understand my powers._ With that in mind, Spencer chewed on his lip as he tilted his head toward Logan. He looked through his bangs, not wanting to openly stare, although Logan had no such qualms. The feral looking man was meeting Spencer's gaze as best he could through the screen of hair and he wasn't flinching back. "You're… different." Spencer said slowly. "You're not as muddied as the rest of the world."

"What do ya mean?"

The way Logan asked that wasn't angry, though the growl to his voice made it sound that way. He felt honestly curious. Spencer relaxed a little at that and his next words came a bit easier. "So many people seem to feel things, only they don't like feeling them and so they try to push it down and make themselves feel something else. Or they just end up feeling so much at once. It's rarely just one. Like anger – I've felt people who are angry, guilty for being angry, upset with themselves over it, upset at the person they're angry with, exhausted from fighting... the list goes on. But you… don't. Your emotions are strong and simple, without any confusion, and they're… they're _pure_ , I'd almost call it." Flushing a little, Spencer ducked his head, uncomfortable with the subject and the attention it brought to him.

Luckily, he was saved by the presence of someone who seemed to have just as hard a time as him at discussing real feelings. Tony was looking at Spencer with an almost scientific interest on his face as he asked "Does each person feel different to you? Do we all, I don't know, register on your senses in different ways?"

Spencer nodded a little as he looked up. "Definitely. Everyone carries their own natural feel." At the interested way that Tony was watching him – like he was trying to understand, to make this make sense in his head – Spencer straightened up a little and once more got animated in what he was saying. His hands came up and moved along with his words. "Everyone has a sort of baseline feel to them. Stronger emotions, those push against my shields individually. But each person carries their own personal emotional signature. Something that is uniquely them. Once I get to know it, I recognize it easier. Like with Peter," he gestured over to the teen, who bounced a little and grinned at him, making Spencer smile in response. "I've become so used to him, it's easy to block out his stronger emotions, and I can recognize him from around a block away. Further, if I've had my focus on him already and he's moving away from me."

He saw Charles nod in understanding, and he wondered briefly if it worked the same for telepaths as it did for empaths. But he also saw that the others weren't quite understanding and he hurried to think of something that might help. He found an analogy pretty quickly that he thought might work.

"Think of it like multiple radios." Spencer told them. "You can hear them all playing at the same time. Some of them might be louder, some quieter. You notice the louder ones more, of course. They grab your attention more. But if you focus or move closer to one of the other radios, it gets louder, dominating your hearing. Other radios you could pick out even across the room, with all the others playing, because they're playing songs you know by heart and it's always easier to notice something you know. Does that make sense?"

Peter's mouth was hanging open just the slightest bit. "Dude, that's _awesome_."

Huffing a little, Spencer shrugged, though he still smiled at his friend. He could admit that it was pretty cool sometimes. It was also terribly _loud_.

"It's no wonder you seem to have such a good start on your shields." Charles said, effectively drawing the attention of the group back to him. He was watching Spencer, though, and no one else. There was something in his gaze that left Spencer feeling as if he was being stared at deep down inside, not just on the surface, and he swore – as ridiculous as it sounded – that it made his _brain itch_. Charles chuckled a little. "I can tell you right now that you have excellent mental shields. Usually, I can pick up on at least the surface thoughts of others, or project my own, but you're too well shielded for that. I can sense the electricity, like a crackling shield, and something else mixed in with it."

"Dr. Strange said they needed work." Spencer felt compelled to say.

Charles nodded his understanding, or his agreement. Spencer wasn't sure which. "Your empathic ones, yes. But the rest? Your private mind and thoughts are one of the most protected I've seen. That's good, though. It means you can be sure your mind is your own. If you want, I can teach you how to control it, maybe even how to lower it if you ever chose, and I can help you start to put into practice any theories that Stephen gave to you."

Any advice that the man could give him would be appreciated. "Thank you, sir. That'd be wonderful."

The fuzzy feel of Charles' emotions warmed up with something that Spencer couldn't quite put a name to. "It'd be my pleasure. We should also test your strength while I'm here. I'm used to dealing with an empath who isn't quite your traditional one. He picks up on certain emotions, but mostly his projects a certain emotion to others. Yours seems to be more along the lines of true empathy. To work with it, we need to be able to understand what you can and can't do, and we need to know the strength to know how to work with it. Unlike your electrical powers, it's also pretty easy to test. Though it might not feel easy to you. Are you comfortable with letting me do that?"

This was the whole point of him being here, right? To assess Spencer's powers and how best to work with them. If Spencer wanted answers, this was what he had to do.

Testing out his empathy was easy, just like Charles had said, though it wasn't entirely fun. They had to test what Spencer could pick up from them, how far away he could pick up on people – they discovered he had a pretty good range and could feel most everyone in the main building if he focused hard enough – and how well he was able to separate one person from the next. Then they had him test just how well he could project. Both with and without touching the person.

From there, they moved on to his electrical powers. Spencer felt a bit like circus act as he stood there in front of them and walked through everything he and Peter had discovered he could do. Not all of it required demonstration; some of it, Charles seemed happy with a simple verbal explanation, one which Peter helped him out with.

By the time they were done, Spencer and Peter were sitting on one of the benches, with Logan standing to the side of them, Charles in front, Scott behind Charles, and Tony behind the teens.

Charles stared at Spencer for a long moment once they were done. He had his elbows resting on the arms of his chair and his fingers steepled together in front of his mouth. His eyes, they left Spencer once more feeling as if the man could see inside of him. It had Spencer shifting uncomfortably in his seat. In response, Peter edged just a bit closer, their elbows brushing together. Tony took a step forward as well until Spencer could feel the heat of him right at his back, close without actually touching him. Their support made it easier for Spencer to breathe.

After a long moment, Charles finally spoke. "You have an interesting combination of powers. Your empathy is strong, but it's non-manipulative, which will make it easier for you to control. While you'll likely find that the emotions of others affect you, none of your projections are strong enough to truly manipulate another person. You can make us feel what you feel, but not enough to convince us that the emotion is ours. We're very much aware that it's coming from _you_. With practice, a person could even learn to shield themselves so they don't have to feel it, at least so long as they don't have skin to skin contact."

Spencer hadn't realized that was a fear of his until those words took it away. He almost slumped with the amount of relief he felt. He'd been afraid – so damn afraid – that he might inadvertently make someone feel something, manipulate them somehow, and it'd made him a bit terrified of his powers if he were honest. However, hearing that he wasn't that strong, that people were able to note the difference and could chose to ignore it or even learn how to shield from it, it took away a weight and left him feeling so much lighter.

The way that Charles looked at him said he understood that fear. Had maybe even deliberately said those words to relieve it in Spencer.

After a short pause to let Spencer collect himself, he continued on. "Your electrical powers, at least what I'm able to see of them, are a different story. Those _are_ strong. You're going to have to work to learn control. Mutant powers are often tied to emotion, and you're more closely connected to your emotions than the average person. The fact that you haven't been making things blow up while upset or angry is a testament to your own self-control."

"I've uh, I've fried a few things." Spencer admitted.

Charles nodded at him. "It's likely going to happen a few more times. Even once you get control of yourself, you'll find that it might still happen in the future if something really upsets you. It's just a part of our life that we all learn to live with. But I think you have a very good chance of learning control. What you've done so far, the practice you've managed, has gone a long way towards helping you get a good start. Being able to speak with FRIDAY electronically, sharing 'messages' with her, tells me that you're strong. You can work with your power on what would be considered a delicate level. I wouldn't be surprised if you find yourself able to do other things. Maybe even use your energy to speak with other computers, or download and retain data."

"How much power are we talking here?" Tony asked, interrupting the moment between the two. He sounded just a bit worried; mostly, he seemed curious, and steady, like he was trying to get all the facts so he could sit down and figure things out. As if finding all the pieces would allow him to put everything together and get it running smoothly. "If he has a nightmare or something and his powers go postal, are we talking like a little blast wave in his room, taking out the power to the Compound, or should we worry for the city, too?"

"I can't make any exact guesses without testing his actual strength, which we can't do here." Charles told them, making Spencer's stomach sink a little. "However, I feel safe in saying that, no, you shouldn't worry for the city. Likely, judging by what I've seen I doubt that he'd take out the Compound from just a simple nightmare. I don't doubt that he," Charles paused and then turned to Spencer, addressing him instead of Tony. "I don't doubt that you could take out the power here if you so chose to. But I don't think you'd do it accidentally. It'd take a conscious effort, considering what Tony has here. However, electricity on its own isn't the most stable of things, and there's no telling what kind of damage a powerful blast could cause." On the heels of that revelation, the man added on "Don't think that it makes you invincible, though. Every power comes with its own weaknesses."

For the first time in a while, Scott joined in the conversation. He'd been silent so far while his emotions had made it clear just how uncomfortable and unhappy he was with the whole situation. When Spencer had used his powers, he'd been on edge, as if waiting for Spencer to do something dangerous or to mess up. So it seemed sort of expected that when he finally chose to speak it was to say "I know quite a few at our school who'd be able to take you down without breaking a sweat."

"Nice, Scooter." Logan grumbled as he rolled his eyes.

Scott shot him a glare. At least, Spencer thought he did. The glasses made it hard to tell. "He needs to understand, Logan." That said, he focused on Spencer again. "You've heard all about what you might be able to do. It's just as important to be able to understand what you _can't_ , or what others might do to you. You need to think about those kinds of things. Because if you go up against someone who _has_ thought about it and you're not prepared, you could find yourself trapped. They might have a power that nullifies yours. They might be prepared and bring things that're resistant to electricity. Or maybe you find out that even though you're immune to your own powers, that it doesn't electrocute you, you can still be electrocuted if you let your charge out into things around you and it comes back to you, or if you grab on to something electric. And that doesn't even _touch_ on the ways your empathy could be used against you."

That last bit had Spencer giving a small shiver. He remembered his first day in this universe. Those men who'd chased him, the one who'd pinned him to a wall. How it'd felt to get sucked away on the waves of his lust until Spencer hadn't been able to tell that it wasn't his own he was feeling. Unconsciously, he drew into himself, crossing his arms over his chest and holding on.

His reaction didn't go unnoticed by anyone. Logan gave a low growl at the same time that both Peter _and_ Tony moved. "Hey!" Peter snapped, shifting himself so that he was angled just a little more towards Spencer while also giving the impression that he was ready to push up off the bench if need be. "Back off, buddy. I thought you were here to help, not try and terrify him!"

"I agree." Tony's voice was sharper than Spencer had heard it before. He didn't bother trying to watch Spencer. He simply walked around the bench and placed himself directly between Spencer and Scott as if he could stop the conversation with his body. "Trust us, we understand the threats. There's no need to shove them down his throat."

"I don't think you guys do." Scott said. His words sounded angry while at the same time Spencer could feel an underlying layer of apprehension. If he had to guess, he'd say that Scott wasn't fond of what he was saying, either. "You guys are looking to slap a band aid on this and hope for the best while you solve the problem of getting him home. You need to be thinking clearly. He should be somewhere that he can get the right kind of help for this. Somewhere that's prepared for all these kinds of outcomes and can keep him _safe_."

Peter opened his mouth to argue and was cut off when Tony turned just enough that he could reach back and put a hand on his shoulder. The engineer left his hand there. Though Spencer couldn't see his face, he could see how straight Tony was holding himself, how he had shifted his stance just a bit like he was preparing for a fight of some sort. "He made his choice, Summers, and we're all going to respect it. That includes not attempting to terrify him into making a different one. If you can't manage that, you can wait back at your jet until the grownups are done talking. The choice is yours."

The idea of staying out here and continuing to talk with them wasn't one that appealed to Spencer. All he wanted in that moment was to get back inside the buzz of the Compound. He didn't want to hear any more of what Scott or even Charles had to say. They'd given their opinions, discussed his powers. What more needed to be said?

Spencer lifted a hand to wipe over his mouth. Then, with a deep breath, he drew himself up to his feet. "That won't be necessary, Mr. Stark. I think we're quite done here." As tended to happen when he was stressed, Spencer's voice became a little more formal, his word structure a bit more stilted. It was what plenty of hurtful people had called his 'robot voice'. The one that he put on when he was trying to hide what was going on underneath.

To Spencer's eternal gratitude, no one commented on it. Nor did they seem surprised by his leaving. Tony nodded his head but didn't bother turning around. "Sounds good, kid. Seeing as how we interrupted breakfast, why don't you two grab some lunch?"

Just as Peter made to tug Spencer away, a sense of _something_ from Charles had Spencer turning his head to look at him. He found the man reaching into his jacket pocket and pulling out – a card? He held the small little card out Spencer's direction. "Please, Dr. Reid, feel free to call or message me anytime with any questions or concerns. I promise, whatever you have to say will be confidential, so long as it doesn't put the planet in danger."

"The fact that you feel the need to add that qualifier disturbs me slightly." Spencer admitted. Still, he reached out and took the card, putting it into his pocket. Then, with one last glance to Tony, who gave him a small nod, Spencer turned and followed Peter back towards the house, neither one of them commenting on just how quickly he moved.

* * *

Tony watched as the two teens made their way across the yard. He held his tongue, waiting patiently until they were inside, wanting to make absolutely sure that neither one of them could hear him. Knowing now that Spencer's senses were a bit enhanced – quite a bit when he was actively holding on to his electrical powers, it would seem – he knew to treat him like he did Peter, making sure there was no chance someone with enhanced hearing could pick up on his words. Once he was sure, though, he turned back to his guests and fixed Scott Summers with a hard glare that had cowed many a person over the years. "Let me make myself clear here, Summers. We called _Charles_ out here for help, not you. Your opinions weren't wanted _or_ needed. You have a problem, you bring it to me." His expression hardened as he leaned in a little. "Upset him like that again and I'll make your life miserable. You've got my word on that."

The curl to Scott's lip showed just how unimpressed he was by Tony's threat. "Adopting another stray, Stark? One wasn't enough for you?"

Tony fought back the urge to snarl. Peter wasn't just some 'stray' to him. He was a hell of a lot more than that and this pompous asshole treating him like anything less was enough to put all of Tony's hackles up. Just barely did he keep himself under control. Scott didn't have the greatest impression of him, Tony knew. He saw what the public saw and believed too many of the rumors that always circulated about the infamous Tony Stark. Hell, if he'd been around during what the public called the 'Civil War', there was no doubt in Tony's mind what side Scott would've fallen on. He _hated_ the Accords and he really hated just how much Charles was getting involved in them. He placed the blame for it squarely at Tony's door. Which, fine. Whatever. Tony didn't care. People thought worse about him all the time.

Like hell if he was going to let it blow back on Peter, though. Or Spencer.

Spencer's fear had been a palpable thing the instant that Scott had mentioned the downsides of empathy. Thanks to Spencer's rather blunt report when he first told Tony about who he really was, Tony knew what had happened on the kid's first day here. What had _almost_ happened. Judging by the fear that had actually projected from Spencer at Scott's words, there was no doubt in his mind that that was what Spencer had immediately thought of. Tony hadn't stopped to contemplate the protectiveness that had welled up inside of him. He'd just reacted.

"Scott." Charles cut in sharply. "That's enough."

Logan let out a low rumble. "It's more'n enough." The way he glared at Scott made it clear that he wasn't happy either.

What was it about these scrawny teens that made everyone want to look out for them? Anyone who met Peter seemed to want to either kill him or wrap him up in a blanket and protect him. Tony knew firmly which category he fell into. Sadly, he was starting to see which one he was going to fall into for Spencer as well. Because that was all he needed. Another kid to look out for. _At least this one's technically an adult, with an adult mind. That should make it easier, right?_

Choosing to ignore the two with him, Charles brought his focus back to Tony, and he had that serious look on his face again. One that had Tony instinctively bracing himself. "While Scott's delivery could use some work," Charles said, casting a brief look over to Scott. "His concerns weren't wrong."

"Yeah, I'd already figured that much out for myself, thanks." Tony said dryly.

His tone didn't bother Charles. The other man was far too used to it. He just nodded his head at him. "You need to be prepared, Tony. This won't be easy for any of you. Every empath I've ever met has been on the sensitive side. Spencer appears to have shields the rest of them don't. Likely, it comes from the life he lived before he came here. He acts like someone well used to guarding his feelings and keeping them hidden. His empathy isn't going to let him do that. For as natural as he seems to be adapting to his electrical powers, I feel his empathic ones are going to be much harder."

That was something Tony had already thought of and worried over. Crossing his arms over his chest, he huffed a little. "Gee, don't sugarcoat it."

"I won't." Charles said. Folding his arms down in front of him, he leaned forward just a bit, eyes intent. "You need to be prepared if you keep him here, Tony. He's going to feel what everyone around him feels. Crowds are likely going to be difficult until he finds some sort of control. Even then, I've seen a well-practiced empath collapse in a crowd of strong emotions because it was too much and it tore their shields apart. If that happens, he'll be exposed to every emotion around him, too open and raw for him to do anything against them. They'll be so strong it'll be an actual, physical pain for him."

"I don't exactly plan on taking him to press conferences. He's going to be here, where we can control the people he's around." Unlike how it'd be if he went to Xavier's School. Tony shot Scott a look to make sure the man knew that comment had been meant for him. He enjoyed the scowl it earned him.

"I'm not sure if it's the same for all of them, or if these problems are unique to the one I know, but – I'd exercise caution around certain individuals or groups." Charles paused, and it was obvious to Tony he didn't like what he was going to say next, and that Tony wasn't going to like it either. He was right. "Rape doesn't seem to be an uncommon problem amongst empaths, and it's often one they internalize. It's hard to bring yourself to report a crime when you were so swamped by the lust from the other person you couldn't help but enjoy yourself. Or didn't even realize that the lust wasn't yours. If their shields crash, I've been told it can create a loop, the empath feeling and accidentally projecting the lust from the other person, which in turn only makes that person's lust stronger, until it's a cycle no one can break out of."

Oh, sweet hell. Tony fought back the urge to throw up what little food he'd put in himself today. The idea of that happening to anyone, to that baby-faced teenage boy in there – adult or not, he looked like a _baby_ – had his stomach churning. He'd already realized, thanks to Spencer's story, just how dangerous the emotions of others could be for the kid. But hearing it spelled out like that wasn't easy. "You know, the more I hear about this empathy, the more I'm beginning to think the kid got the shit end of the stick when he came here." This sounded like the last power that anyone would want to have. Where on earth was the good in it? Reaching up, Tony let himself relax just enough to rub a hand over his face. When he dropped his hand, he had his control wrapped around him once more. "I appreciate you coming out here, Charles. This'll help us quite a bit."

"The pleasure is all mine, Tony. I just wish we could stay longer for a proper visit."

Tony chuckled a little. "Downside of being a big and important – someone always wants your time."

Wasn't that just the truth? After bidding Charles, Scott, and Logan farewell, Tony turned to make his way back inside, his own words echoing in his head. He knew the feeling well. It seemed like someone always wanted his time; rarely was it left open for him to do the things he wanted to do. It'd been even worse lately with how much he was working to try and fix the last few bits of the Accords. They'd come a long way in the past year since the whole Civil War had happened. But they still had a little ways left to go. After that, it'd be working to add the part of the Accords that covered mutants, and _that_ wasn't going to be easy at all.

On top of all that, he now had a mutant kid staying with him, one who was from an alternate dimension of some sort, and he had to do his damndest to help try and figure out how to get him back home.

For a brief moment Tony indulged in the wish that his team was still here. There was a time where he would've had them at his back to handle this. Other people would've been put in charge of keeping an eye on Spencer, because Lord knew that Tony wasn't good with people _or_ kids. He would've been left to handling the science of it with Bruce while Steve, Jim, and Clint would've handled the personal side of it. Natasha could've been there to handle training. Vision would've watched over them quietly, and Sam could've been there to talk to Spencer, help him keep his head on straight. They all would've had their roles. Together, they could've done this.

Tony shook his head to force those thoughts out. There was no point in wishing for what couldn't be. The rest of the team _wasn't_ here. And that was for the better. Even if it didn't always feel like it, it was. He could do this without them. Maybe he didn't have his so-called _team_ here to help him – he did, however, have most of his family, and the rest of them were on their way after a phone call from him. They'd be able to help him, and together, they'd all help the kid.


	11. Chapter 11

From his perch atop the kitchen counter, Peter watched as Spencer moved around the kitchen with an almost manic sort of energy. When they'd come in from their meeting outside it'd been pretty easy for Peter to both see and _feel_ just how upset and on edge Spencer had been. Talking about emotions always seemed to do that to him. That meeting had been pretty much _all_ emotions. It was no wonder that Spencer looked so… out of it. It was a look Peter had seen on Tony a few times after what Peter could only assume was a 'bad night'.

That was why Peter had made a point to talk about how hungry he was after Tony's suggestion to get lunch. One thing the teen had learned about Spencer was that he was pretty crappy at taking care of himself but he was awesome at taking care of other people. Not only that, but it seemed to calm him down. So when they'd gotten to the kitchen, Peter had hopped up on the counter and whined "I swear, I'm _starving_. We were outside for like, ever, Spencer! I didn't realize we'd been out there so long!" He really hadn't, either. Yet somehow hours had passed by during their meeting and their quickly finished breakfast was long gone. His stomach was craving more.

As he'd hoped, Spencer rolled his eyes at the display – he also went over to the fridge to take a look at things, though he looked a bit hesitant about it.

Leaning forward gave Peter just the right angle to peek around Spencer's shoulder and see a few items in the fridge. When he saw the big block of cheese he couldn't help but grin. "Oh, man, is there any cheese in there?" Peter asked innocently, hands curling over the edge of the counter to brace his weight. "I want something cheesy. Weren't you talking about this mac and cheese stuff you were gonna make May and I the other day? We should have some of that! I usually just get the quick boxes of it down at the store, cause those one boxes are only like, under a buck, and they make a pretty quick and easy meal, though the last time I ate them I had like, _five_. I thought Ned's eyes were gonna fall out of his head!"

Unlike other people, there was no annoyance on Spencer's face as Peter talked. No eye rolling or little huffs or anything like that. He never seemed bothered by listening to Peter. Even as he gave a little hum it wasn't like he was just making that sound and ignoring Peter. It was his 'I'm thinking' sound. "It looks like he has most of the ingredients here, though I'm not sure about the pasta."

"There's pasta in the third cupboard to your right, Dr. Reid." FRIDAY chimed in.

And that was how Peter had ended up sitting here watching Spencer throw together the most delicious smelling homemade macaroni and cheese. The motions of cooking seemed to be draining away some of Spencer's tension little by little. His shoulders weren't as tight and his movements became a bit easier the longer that he cooked. Peter was doing his best to help it along, too. From his perch on the counter, he sat and talked about anything and everything that came to mind. Not a hard task, really. School was due to start soon and Peter had no problems whining about it.

"It's not that I don't like my classes or anything." Peter explained quickly. "I mean, don't get me wrong, I _love_ some of my classes. And it'll be great to get to see everyone again. Ned and his family went on a vacation for most of the summer so I've barely got to see him, but they're gonna be back soon, so that's cool."

Spencer made another of those humming sounds as he stirred away at one of his pots. "I always enjoyed school. At least, the academic side of things. Sometimes I think I could've done without the people." He cast a sideways look at Peter and the teen ducked his head down a little. Right. Profiler skilled at reading body language and who now had empathy. Keeping things from him wasn't exactly easy.

Sighing, Peter swung his feet, knocking his heels together. "It's not anything I can't handle."

"I wasn't trying to imply that you couldn't."

The way Spencer said it made it easy to hear the honesty in that. He wasn't doubting Peter. Thinking on it, Peter tilted his head and studied Spencer as the other teen adjusted the heat and added something else to his pot. "Did you have to deal with bullies?" Somehow, it seemed strange to think of that. Spencer was so smart, so nice and sweet, it just didn't fit to think of someone picking on him. He was like that weird, great guy that everyone was friendly with. Even _Tony_ seemed to like him and he'd been all set from the start to _not_ like him, it'd seemed.

The incredulous look that Spencer shot him spoke volumes. "You do remember that I said I graduated high school at twelve, don't you?" Spencer asked him, Shaking his head, he focused on his food again, doing something that Peter couldn't quite see but that made the whole kitchen smell awesome. "Look at my size _now_ , at age fifteen. Now imagine how I looked at _twelve_. Or ten, even, which is when I started high school. Add in the fact that I went to a Las Vegas public high school. I'm sure you can imagine the rest."

Yeah, he could, and wow… sort of put things into perspective a little. Peter felt like an idiot for not thinking of it before. "I can't even imagine starting high school at ten."

Spencer shrugged one shoulder. "I enjoyed the classes. It was nice to finally feel like something was challenging me."

"I know the feeling. When I was finally put at Midtown, it was the first time I felt like I was actually getting challenged at school."

"Do you have plans for what you want to do after high school?"

This time it was Peter who hummed a little as he tried to organize his thoughts. He watched as Spencer combined everything from the stove into two casserole dishes. It wasn't until he'd added the last ingredient and stuck them in the oven that Peter finally answered. "I'm thinking maybe something along the lines of biochem. I'm not… I'm not too sure yet."

"You've got time to think about it." Spencer reassured him. Then he looked up briefly towards one corner of the room. "FRIDAY, would you mind letting the others know I've made lunch if they want it, and it should be ready in about twenty minutes?" As he spoke he gathered up his dirty dishes, taking them over to the sink, and Peter hopped down as Spencer started to fill up one side of it. He moved up to the empty side and leaned his hip against the counter edge, watching as Spencer scraped out the dishes and then put them in the slowly filling sink.

They fell into an easy comfort as they washed up the dishes. By the time they were done, Spencer was a whole lot more relaxed, and Peter found that he was as well. He enjoyed the ease they had together and he liked listening as Spencer hummed softly to himself. As they were drying their dishes, he finally asked "What's that you're humming?"

"Hm?" Spencer looked up, one hand on the plug in the sink, eyebrows furrowed a little. Then his expression cleared as Peter's question sank in. "Oh! It's Sinatra." His lips curved up just a little and his eyes went a bit distant. "Mom and I used to put some of her old records on when we'd clean the house sometimes. She taught me to dance to his music." He paused as if suddenly realizing something. "Do you… do you even have Sinatra here?"

Luckily, it _was_ a name that Peter had heard of. "Oh, yeah, sure! He's that dude that like, he likes to wear those weird hats, right?" He lifted his hands and mimed that hat he'd seen on the guy on a few of Aunt May's old records.

Spencer looked at him like he was in physical pain. "I don't… I'm unsure how to even begin to address the things wrong with that statement." Lifting one hand up, he pinched at the bridge of his nose and closed his eyes, his whole expression pinched. "Frank Sinatra was an amazing singer, an actor, and a producer, not to mention he was one of the most popular and influential musical artists of the 20th century. But oh, yes, he was the man who liked to wear _those weird hats_."

When Spencer looked up again, Peter was grinning. He'd already discovered this past week that Spencer could turn real sarcastic if you got him comfortable enough, or on edge enough. Peter enjoyed seeing it. Because of that, he couldn't resist riling him just a little bit more. "Hey, give me some credit here, man! I've only ever seen him on some of May's old records. Right next to this other guy… Dennis or something like that."

Spencer's groan echoed through the kitchen. He dropped his hand down so that he could glare at Peter. "The fact that you're only doing this to deliberately rile me up makes it somehow _worse_." His eyes moved up over Peter's shoulder at the same time that Peter heard footsteps coming up behind him. There was a brief flash of something over Spencer's face before he managed to hide it underneath a tiny smile, so different from the wide grin that Peter had grown used to. It was the smile he seemed to wear around anyone that wasn't Peter or May. "Your protégé is seriously lacking in his musical education. He has officially managed to make me feel the oldest yet since my arrival, and that's saying something considering the circumstances."

Even as Peter turned around he heard not just Tony, but Jim chuckling. The two strolled in together, and Vision was _walking through the wall_ – that never got old! – not far behind them.

"I've showed him some good music." Tony said, smirking at Peter as he went past him and threw himself down onto one of the bar stools at the island counter. "Maybe your taste is bad."

Jim rolled his eyes and went to take a seat beside Tony. "Like yours is so much better."

"Excuse you?" The offended look Tony wore was amusing, as was the dramatic hand he flung over his heart. "Platypus, words hurt! How dare you imply my taste is anything over than amazing!"

Though Peter had worried briefly that their presence might bring back some of Spencer's tension, their banter seemed to have the opposite effect. The other teen relaxed a little more and his smile grew just the slightest bit. Still the ghost of his normal one, but more noticeable now. "Should I be offended you doubted _my_ taste?" Spencer asked. He made his way over towards the stove, grabbing the gloves from their hook and sliding them onto his hands. He pulled the oven door open and bent down to check things, still speaking as he did. "We were talking about Sinatra, I'll have you know."

"Okay, you can't ever really go wrong with Sinatra." Tony conceded.

Jim, however, was watching Spencer with surprise. "You're a fan of the Rat Pack? Isn't that a bit before your time? I mean, it's a bit before _my_ time."

Whatever Spencer saw in the oven must've satisfied him because he pulled out one dish and then the other. Peter would've laughed at the way that Tony and Jim both suddenly sat up a little straighter at the smell that was filling the room – if it weren't for the fact that Peter was straightening up, too, and sniffing the air. God, he loved Spencer's cooking! "Oh, man, Spencer – that smells amazing."

He ducked his head down just like he always did anytime Peter complimented him. The guy wasn't good with compliments, that was for sure. "It's just macaroni and cheese."

"No – that cheap-o box is _just_ mac and cheese. You straight up made this from _scratch_. I didn't even know people did that!"

Spencer shrugged his shoulders as he carried one of the dishes over to the table. Without a word, Vision was there, setting down a hot pad for him to place the dish on, earning him a small smile in thanks form Spencer. Then the genius straightened up and pulled off the gloves, heading to hang them back up. "It's not a big deal, really. Neither of my parents were that great of cooks, so I took it upon myself to learn. There was a woman who ran a shop not far from our place – she liked to cook things, and when I asked her, she had no problem teaching me. In the end, it's not really that hard, though I prefer baking. Cooking has too many variables dependent on taste. Baking is a lot more precise. I like having a clear cut recipe I can follow."

That brought a small smile to Vision's lips. "Perhaps I should try baking, then. Thus far my attempts at cooking have been… less than ideal." As he grabbed a stack of plates out of the cupboard, he looked to Spencer. "Perhaps, during your stay here, you might show me some of your skills."

This time Spencer wasn't fast enough to hide his blush as he ducked his head down. Peter couldn't help but grin a little. Spencer was going to be fine here. Even though he'd been scared to come, he was going to be fine. Sure in that, Peter relaxed a little more and then hurried forward to help set the table.

* * *

Lunch was an easy affair. The food went over pretty well – Peter ate his usual obscene amount, while Spencer was surprised at his own appetite and how much _he_ ate – and the adults seemed to like it quite a bit, judging by the sounds that Tony made with his first few bites. Even Jim looked quite happy as he took a large second helping. "What'd you put in here?" He asked Spencer after the first few bites. "There's something… crunchy. I've never had crunchy mac and cheese."

Spencer's answer had been to put another bite in his mouth and smile.

"I like it," Peter had chimed in, already well through his first plate. "It breaks up the gooeyness of the rest of it and gives it a good crunch."

Which was precisely why Spencer did it. He amused himself listening to them debate back and forth what the 'crunch' was. When Tony tried to ask FRIDAY what Spencer had put in there, it'd made the young genius laugh at the outrage on Tony's face as FRIDAY said "I couldn't quite say, Boss. Wasn't paying attention."

Everyone laughed at that. With the mood in the room staying high, it was easier than Spencer had anticipated for him to actually start to relax a little. He'd been sure that there was no way he was going to be able to relax after everything lately. But the easy-going emotions from those around him were enough to have Spencer relaxing into his chair and actually smiling a little, though he didn't talk much. That earned him a few strange looks from Peter, who'd grown used to hearing Spencer talk quite a lot, yet the teen didn't say anything. He just let Spencer sit quietly while everyone else carried on the conversation around him.

By the time the food was done, and Jim and Vision had insisted that they be the ones to do the dishes – after putting some food in a bowl to take to Bruce – that left Spencer, Peter, and Tony at the table. Spencer wasn't the least bit surprised when Tony folded his arms on the table and fixed Spencer with a suddenly serious look. Only, he surprised Spencer by asking "How you holding up, kid?"

"I'm fine." The response was automatic; one that he always gave. Yet, as he thought about it, he realized that he wasn't lying. At Tony's skeptical look, he hurried to reassure him. "Honestly, Mr. Stark – Tony." He corrected himself when Tony raised an eyebrow at him, a silent reminder. "Tony. I really am fine. I'm not saying that I won't privately freak out later on or anything. For now, I'm okay. I'm… I'm better when I'm doing things." Being idle wasn't easy for him. Spencer had always done best when he could keep his active mind busy. Downtime was when his thoughts tended to get away from him and he'd work himself up.

The way that Tony looked at him had Spencer feeling as if the other man understood that sentiment completely. "All right. So… what do you want to do, Dr. Reid?"

Spencer's eyebrows shot up with surprise. "What?"

"You said you're better when you're doing things – what do you want to do?" Tony tilted his head and watched Spencer with eyes that saw far more than they gave away. His emotions, though – those were easy, steady, with a simple sort of calmness to them. This wasn't some sort of trick. Tony was being completely honest as he said "We've got Strange working on the spell that brought you here. He's got copies of your pictures, right?" He paused long enough for Spencer to nod and then kept going. "Right. So, he's taking care of that end of things. Bruce and I, we're gonna take a look at the science end, see what we can come up with from the blood samples we took and our other scans. What do _you_ want to do?"

Wasn't that a loaded question? Spencer leaned back in his chair and tried not to fidget as he rolled the words over in his head. What did he want to do? Tony was right – Stephen was taking care of the magic side, and Tony and Bruce seemed to have the science side under control. What did that leave for Spencer? _Control_ , his mind pointed out almost instantly.

It was the one thing that no one else could do for him. The one thing that no one could try and figure out for him. So far, Spencer's control of his powers had been all right, but the things he'd learned today from Charles made it clear that the control Spencer had gained might not be enough. The things that Spencer had done to teach himself control had been enough when he'd still been hopeful that he'd only be here a few days at most. Now, however – how Spencer wasn't as naïve or optimistic about his time here. There was just, there was too much. Too many different factors. All of which seemed to point at the fact that his time here was going to be a lot longer than he'd hoped for.

Spencer gathered the hem of his shirt and started to rub it between his fingers. As hard as it was, he needed to accept that he was going to be here for a while, and if he was going to be here than the control he'd been working towards became even more important. Otherwise, he could end up hurting someone here. Hurting Peter. And that – that was unacceptable.

He finally looked up to find that Tony hadn't moved. The engineer was just sitting there watching him quietly and waiting for him. It was… well, it was quite a bit different than the man that Spencer had read about online or seen in video interviews. This was more like the man that Spencer had heard about from Peter. Someone who was very different than his public persona. This person was easy and approachable. It made it easier for Spencer to answer him, though his own voice stayed just a bit soft. "I need to train." As odd as the words felt to be said, they were the truth. "I can't risk losing control. While Mr. Summers wasn't tactful with his words, he wasn't lying, either. Nor did he list off even half of the things that could potentially go wrong if I lost control of myself. If I… If I can't help figure out how to bring me home, I need to work to make sure my time here is as safe as possible." Briefly, his eyes flickered over to Peter, who was watching their conversation with a sort of nervous expression on his face.

When he looked back at Tony, the man was nodding at him. "Charles left me with a sort of generalized training schedule he uses for some of the kids at his school. He thought it might help us.

From his pocket Tony pulled out a piece of paper that he set down on the table and slid towards Spencer. When he let go, Spencer reached out and drew it forward with one finger, leaving it down on the table so that it was easy for Peter to see as well when the teen leaned forward. One of Peter's hands came up and curled over Spencer's shoulder, firm enough that Spencer didn't flinch under the touch. The two bent their heads over the paper together.

The schedule wasn't anything like what Spencer expected. Oh, sure, there were times on there for things like 'primary power training' and 'secondary power training', but there were also suggestions for 'physical training' and 'endurance' and other things like that. Things that made Spencer wrinkle his nose a little.

"Physical training?" Peter read aloud. Apparently he'd been focusing on the same things that Spencer was. "Why does he need physical training? I thought this was about his powers."

It wasn't Tony who answered the question for him. It was Spencer. "Because our powers affect our physical abilities." Turning his head just enough to look up at Peter, he caught the other teen's eye. "Your powers gave you extreme strength, agility, and reflexes. I imagine you didn't learn how to control those right away. In some ways, I doubt you use them to their full potential even still. Other times, they overwhelm you. Like when you accidentally threw your math book through the closet door."

A choked sound came from across the table. "You did _what_?" Tony demanded. A quick look showed that he wasn't even trying to fight a smile.

Spencer ignored it and turned his focus back to the paper in front of him. "Physical training makes sense. We've already discovered that my physical abilities are enhanced when I'm actually embracing even the smallest amount of electricity. So far, they seem to grow in direct correlation with the amount of power that I'm holding. That means that I need to practice so that I'm not overwhelmed if the situation ever comes up." Once more he looked up at Peter. "You should do the same."

"I, uh… wait, what?" Peter stammered.

He looked so flustered. It was enough to have Spencer's lips twitching up into the hint of a smile. "When you're healed, you should definitely start on a schedule similar to this. Only, with school starting soon you wouldn't be able to train every single day. At least not this extensively. It'd have to be compacted down to small sessions you could do at home each night as well as larger sessions on the weekends."

"He's right." Tony chimed in. "We should've had you doing it a while ago, kiddo. Later on, we'll sit down with FRIDAY and figure out something that works for all of us."

"All of us?"

Tony raised an eyebrow at Peter. "You think you're going to train alone? The point of training is to have people _teach you_."

The shock that Peter felt was easy for Spencer to pick up on. It had him momentarily freezing, his breath catching in his chest as if his lungs briefly forgot how to breathe. The sensation made Spencer grimace and he deliberately sucked in a breath while at the same time trying to discreetly sit back and away from Peter. Moving back in his chair got the teen's hand to drop off of him and the influx of emotions that Spencer was picking up lessened. Thank God. Spencer took a moment to briefly wish that his powers worked the same on himself as it did on others. When he'd tested things outside, the others had been able to tell that the emotions he projected weren't theirs. Spencer didn't have that luxury.

He was drawn out of his thoughts by Tony turning and calling out "Rhodey! Honey bear! Bring your gorgeous self over here and help us plan out some training schedules. You too, Viz. FRI, baby," Bringing out his phone, Tony set it on the table top and tapped the screen a few times. "Bring up a copy of our weekly schedule, labels off, and highlight the empty slots in yellow, would you?"

A holographic image of a monthly calendar popped up in front of them. It was full of different marked off sections in all varying colors. When Tony reached out, he used his hands to manipulate the image and shift it from a month view to a week.

The way the power shifted around Tony's hands, how it hung there in front of them, had Spencer's fingers twitching against his shirt. He wanted nothing more than to reach out and see if it felt as interesting as he thought it might. He had to fight to keep his hands in place.

With the week sitting there in the middle of the table, each day broken down into various bars of color, Tony and the two teens waited for Vision and Jim to join them at the table once more. Only when they were sitting did Tony look at everyone with a smile. "All right, guys. Let's get to work."


	12. Chapter 12

For all that Spencer had helped to plan out his new schedule, it didn't mean that he was all that fond of it come the next morning. The only consolation he took as he dragged himself out of bed and to the shower was that at least Peter wasn't going to be there to see him make a fool of himself. Because he had absolutely no doubt that that was what was going to happen. The other teen was back home with May; it'd taken a bit of work but Spencer had convinced Peter that he didn't need to try and stick around. That he should spend time with his Aunt, go see his friends, and just try and enjoy the last week of summer vacation. Ned was supposed to be back mid-week, so Peter would be able to spend time with him.

Sleeping without Peter there had been a strangely odd experience. From the moment that he'd arrived in this world Spencer had not once slept alone. He'd been in Peter's room with him pretty much every night. At the very least, he'd been close by. But last night Spencer had slept here alone in his new room and it'd surprised him just how rough a night he'd had. He hadn't realized just how comforting he'd come to find the feel of Peter's emotions near him.

What that meant for him now was that he was more than a little exhausted even after his morning shower. Once he dressed in the slacks and one of Peter's Star Wars t-shirts – he avoided the 'workout clothes' that Peter had left for him, there was absolutely no way he was putting on pants that felt like _that_ – he made his way out of the room and down towards the communal kitchen. Tony had insisted that Spencer make himself at home here. He'd said it a lot yesterday, actually. So Spencer forced down any awkwardness that tried to flare up and made a beeline straight for the coffee pot. When he saw that the pot was already on and full of coffee, he could've happily hugged whoever had made it.

In no time flat he had a cup poured and the mug held in front of his face. He happily breathed in the scent of it before taking his first, burning sip.

He was only two drinks in when he felt the energy in the room change a little. It was much easier today to reach out to it; like his powers remembered what he'd done yesterday. When he and FRIDAY connected, it was easy and surprisingly comfortable. Spencer smiled a little to himself and took another sip off his coffee, shifting himself until he could prop his body up against the fridge. **_Good morning, FRIDAY._**

 ** _Morning, Dr. Reid_** FRIDAY sent back to him. **_I've let Boss know you're awake. He says you can come and join him in Dr. Banner's lab if you want._**

Join him in Bruce's lab – a few quick calculations had Spencer frowning into his cup. **_Has Tony slept at all, FRIDAY?_**

 ** _Boss has slept for 3.7 hours in the past thirty-six hours_**

That only made Spencer's frown deepen. That was nowhere near an adequate amount of sleep. Then again, he'd done the same thing while on a case, so he couldn't really judge. He felt a bit guilty, though. Because there was no doubt in his mind why Tony was doing this. He understood the obsession that could come behind a fresh puzzle and he had a feeling Tony was just as bad as Spencer could be with a new puzzle. He just felt bad that the man was losing sleep over it.

Draining off the rest of his mug, Spencer filled it up again as he told FRIDAY **_Please let him know I'll be down shortly, if you don't mind._**

 ** _Of course, Dr. Reid._**

 ** _Spencer_** , he told her, stepping away from the coffee pot. **_Please, call me Spencer._**

The impression he got from her was one almost of – pleasure. A little buzz of electricity that reminded him just a bit of the human emotion of happiness. Feeling it had Spencer's lips curving. He let it warm through him as he made his way out of the kitchen.

* * *

With FRIDAY's help Spencer found Bruce's lab. It wasn't in the medical wing like Spencer had expected. However, stepping through the doors, the scientist inside of Spencer sat up at attention at the sight of all the equipment around him. However, it was the two men sitting at one of the tables that drew his attention. Or, more accurately, the display in front of them. Spencer's eyes zeroed in on the hologram and the information that was there. When he saw his name in the corner, he took a step forward. "Is that mine?"

Both Bruce and Tony spun towards him at the sound of his voice. Spencer barely registered them or their emotions. His focus was on the medical information in front of him. Walking forward, he let his eyes run over the information there. What he saw was _astounding_. Everything he knew about himself, it was there, but it was _different_.

"It is." Bruce answered, seeming to recover from his surprise first. "We were examining your DNA to see if there are any notable differences between the mutants we have here and the one that you are."

Tony shifted his weight in his chair and spun it just enough to better be able to face him. He looked to be the more relaxed of the two, dressed down to jeans and an MIT shirt that had a few stains that looked to be oil on it. "Initial tests tell us you're a mutant, but seeing as how there's no record of your existence _anywhere_ , we're testing to see if there are any kind of important differences. Anything that marks you as different from the mutants we have here."

"And have you found anything?" Spencer asked.

Both men shook their heads. "Not yet." Bruce told him. "We're still running a few tests, though. If you're comfortable with it, I'd like to take another sample or two. Maybe one while you're embracing your powers, if it's possible. For now, though, everything seems to check out. See, here?" He reached out to point to one of the differences that Spencer had noticed, on the 23rd chromosome. "This is what we call the X-gene. It's what marks a mutant. This gene leads to a rather exotic protein, one that produces chemical signals inducing mutations on other genes, ending up with variously empowered mutant organisms inside the body. For most mutants, their powers seem to manifest during puberty, though there are a rare few out there that're born with their powers, or at least some of them."

"Stress seems to be a huge factor in triggering things, too." Tony added in.

Spencer stared at the information in front of him. "Fascinating." This was – there was so much information there. So many questions that Spencer had. He uncurled one hand from around his mug and reached out, only to stop himself and look from one man to the other, unsure of who to ask. "May I?"

A nod from Bruce and a gesture from Tony had Spencer closing the last bit of distance. As he'd suspected yesterday while watching Tony manipulate the hologram at the table, the power under his hand felt… there were no words to describe what it felt like. The hologram was as real to him as anything else. Manipulating it was as simple as breathing. He pushed aside the images and drew up the data that they'd gathered so far, letting his eyes run quickly over it to take it all in. Then he reached more, twisting his hand, and the DNA strand vanished and the next set of results came up. The scans that they'd done over him – scans he hadn't even realized were being done.

His body had changed so much! It was still him, yes, there was no doubt about that. There were marks on his bones that he recognized and could use to more firmly place himself at fifteen. "My old injuries still show up." Spencer told them. He drew his hand back enough to tap at the image right over his left leg, zooming it in. "See this? I broke both my tibia and fibula when I was nine. And here," Again, he manipulated the image, zooming to his arm this time. "You can see the marks from when I broke my left wrist when I was twelve."

He felt as Bruce moved a little closer beside him. He was staring at the screens in open fascination. "Amazing. It's like your body was taken from wherever you come from and aged down instead of taking over a body here. I wonder if it was something in the spell, or maybe in the passage between universes, that changed your genetic makeup, though."

Spencer much preferred that idea to the other one. The idea of taking over a body had been a terrifying one. Finding out that he didn't technically exist here had helped him relax some. This, though – this helped him relax a lot more. This was still his body. Changed, but his. Relief filled him and had him relaxing a bit more. He drew his hand back in and curled it around the mug, using both hands to bring it up so he could take another drink.

The shift in his mood must've been noticeable. He heard Tony move and then there were a few clicks before the hologram vanished. When Spencer turned to look, Tony had sat back in his seat once more, hands clasped and resting on his stomach, his whole posture lazy and relaxed. "You two can geek out later over genetics. That wasn't why we called you down here, genius boy."

Spencer took a couple steps back so he was better able to see both men. "Why exactly did you call me down here then, Mr. Stark?"

"I'm going to ignore the 'Mr. Stark' and chalk it up to you being caffeine deprived." Tony shot him a mock glare, to which Bruce rolled his eyes, and then the engineer was smirking at him. "And why not? You were up, we were up, might as well get you down here so Bruice-bear can draw your blood and I can pick your brain."

The fact that Spencer had only had one and a half cups of coffee was the excuse he'd use later to explain why he spoke before his brain filter kicked in enough to even attempt to stop him. "You called me down here to draw blood and mentally assess me before I've had the chance to properly wake up, and also right before I'm supposed to go and participate in strenuous physical activity? Really?"

Instead of seeming bothered by Spencer's tone, it made Tony laugh. "If this is the response I get, I might make all our talks pre-coffee. You've got more attitude. I like it."

"I wouldn't recommend it. I have a harder time filtering my responses or suppressing my rambling when I'm not entirely alert." Spencer warned him.

A snort from Bruce had him slanting a look at the doctor. Bruce was shaking his head and smiling slightly at Tony. "You wouldn't be the only one."

Entirely unashamed, Tony beamed. "It sounds like fun to me. Come on, electro-boy. Have a seat, get comfortable, take a load off. I promise I don't bite!"

For a moment Spencer stared at him. He was abruptly reminded of the opening line to a poem. "Will you walk into my parlour, said the Spider to the Fly." He murmured the words under his breath, yet they must've been loud enough for the others to hear because Tony's grin grew and Bruce was bent now, smothering a chuckle behind his hand.

Tony spread his hands out on either side of him as he chuckled. "Tis the prettiest little parlour that ever you did spy."

Even Spencer had to give a small smile at that. He took a deliberate look around him before letting his gaze settle back on Tony. "I'll grant you that. It is a rather nice parlor." With a small shake of his head, he came forward, pausing when Tony grabbed a chair and tugged it over. Once it was close Spencer wheeled it the rest of the way to him and turned it until he could sink down comfortably. Then he crossed one leg over the other and brought his coffee cup back up for another drink. It was getting cold and he tried not to grimace. To cover it up, he looked at Tony and cocked an eyebrow. "What was it you wanted to ask me about?"

A lot, it would appear. Spencer quickly learned that giving Tony free reign to ask him things was something that shouldn't be done unless you were prepared to answer what felt like a thousand different questions. At least he mostly kept it to discussion of Spencer's memory today – something which seemed to both fascinate and bother the two men in equal measures. Why it bothered them, Spencer wasn't entirely sure, and he wasn't quite sure he really wanted to know. At least not at the moment. Instead, he just answered their questions as best as he could, and he watched with amusement as they debated the tests they were going to set up for him.

It wasn't until FRIDAY broke in to tell them "Boss, Colonel Rhodes and Mr. Hogan are in the gym, wondering where you guys are" that they finally seemed to realize the passage of time.

Tony gave him a grin that was very clearly not apologetic at all as he said, "Whoops! Sorry, squirt" and then lifted his hands and made a 'shoo' gesture at him. "Better run! Rhodey _hates_ when people are late."

If Spencer muttered a few choice things under his breath as he hurried from the room, there was no one close enough to hear him.

* * *

With FRIDAY's help it only took seven and a half minutes for Spencer to get down to the gym. He'd expected to see Jim down here. Not just because FRIDAY had said it but because that had been part of the plan. However, this 'Mr. Hogan' that she'd mentioned was someone that Spencer didn't know, and seeing the man standing there at Jim's side had Spencer's nerves coming back just a bit. Being in with Bruce and Tony had been surprisingly relaxing; Spencer hadn't realized just how much he'd relaxed with them until his tension came back.

The guy was dressed in a grey t-shirt and black workout pants. He was tall, solid looking, and very clearly uncomfortable with whatever conversation he was having with Jim. The way he held himself and how he leaned back, arms crossed over his chest, showed defensiveness. It was in perfect contrast to the easy way that Jim was relaxing and smiling.

The two men were standing at the edge of an _actual boxing ring_ and Spencer had to resist the urge to walk right back out of the room. Sure, he'd known he was going to have to do physical things when he got in here, that he was going to have to do some fitness testing and Tony had mentioned 'sparring' – which Spencer was _not_ looking forward to, thank you very much – but he'd made it through the Academy training, mostly. He could make it through this.

That resolve lasted right up until the two men noticed Spencer coming towards them.

Jim smiled, warm and easy at him, and raised a hand in greeting. "There he is! About time you decided to join us, Spencer."

"I'm so sorry," Spencer apologized as he closed the last bit of distance between them. "I was with Tony and Bruce. We got a little caught up in the questions they were asking and lost track of time."

Despite what Tony's parting remark had suggested, Jim didn't seem bothered by Spencer's lateness. Sure, he rolled his eyes and shook his head, but he was smiling and his body language was open and easy, as were his emotions. It was the emotions of the man at his side that weren't so great. The man, who had to be Mr. Hogan, was staring openly at Spencer with shock and disbelief. Without saying a word to Spencer, the man turned and glared up at Jim. "You've got to be kidding me. This is a joke, right? I mean, it has to be a joke."

Jim raised an eyebrow and looked over at Spencer before looking back at Mr. Hogan. "No joke, Happy. Tony told you what was going on here, right?"

"He said you had a new powered guy you needed to do an assessment," Mr. Hogan – Happy, it would seem – snapped. "This isn't a new guy, it's a _kid_. I can't fight against him! What is he, _two_? I'm not exactly keen on the idea of going to jail for breaking a kid."

It was getting more than a little frustrating to have people continuously comment on his age. All of his life Spencer had fought to have people respect him for the things he could do, and he'd been knocked down for being 'too young'. Graduating high school at twelve, in college by the new semester, his first doctorate at fifteen, his second when he was just shy of eighteen, his _third_ at twenty, right when he left college behind and became the youngest ever agent to join the Bureau, the youngest no the BAU team, the one who had a hard time passing his gun qualification and who often got teased for looking 'twelve'… for his entire life it seemed like people had always seen him as a kid no matter what he did. Now he actually _was_ a kid again and it only made it all so much _worse._

With his eyes on the floor, Spencer never saw the way the nearby men startled, nor how they looked at him. Jim furrowed his brows a little as he tried to parse out the strange feelings that were radiating off the kid. Happy just looked lost.

It was Jim who spoke up first, bringing Spencer's attention back upwards. "You know, maybe we started this the wrong way."

"What do you mean?" Spencer asked, straightening up just a little.

"Instead of seeing how well you can fight, we should probably start by seeing just what your body can do. Tony said something about you being stronger when you're using your powers?"

This was something Spencer was a lot more comfortable with. He nodded, his shoulders losing some of their tension, and the way he was twisting his fingers lessened just a bit. "My electrical powers are always there, no matter what I do, but if I focus on them and pay attention to the electricity in my body, I can enhance it, even feed more into it. It's the one thing that's really seemed almost second-nature to me. When I do that, my strength and reflexes increase."

Jim nodded at him. "Makes sense. All right, let's head over to the other side of the room, then. Instead of seeing what you're like going against someone, we're gonna run you through a basic fitness test to see what kind of range you have when you're not enhancing yourself, and then we're gonna do it again when you _are_."

That – that sounded like a great idea, from a purely scientific aspect. Spencer hadn't had the tools necessary to test these sorts of things so far no matter how much he'd wanted to. He flashed a bright, genuine smile at Jim. "Okay." At a gesture from the man, Spencer turned and started to head that way, calling out to FRIDAY as he went. "FRIDAY, would you be able to keep records of this for me so I can write this down later?"

"Absolutely, Dr. Reid," Her response came immediately and easily. "I can add it to the rest of the data that's already been gathered about you since your arrival. Boss had me send copies of everything to the laptop in your room."

Spencer hadn't expected that. He wasn't sure why, he just, he hadn't expected them to so openly share the information they had on him. The idea of being able to look it all over himself and build his own assessment was enough to have him feeling just a bit more eager about all of this. It was one thing to be forced through a physical assessment for someone else; it was entirely different when you were the one who was going to look at the data.

* * *

That eagerness didn't last. By the time lunch rolled around and they finally stopped, Spencer was more than happy to just let himself lay down on the met underneath him and not move. At all.

He felt exhausted. He'd done push-ups, sit-ups, pull-ups, every damn 'up' you could think of, jumps, stretches, and all those other evil things that Spencer had loathed back when he'd done his physical training for the Bureau. Jim had made him lift weights, testing his strength as well as his endurance, and he'd made him run on the treadmill. Spencer had done so much and just… no. His body was done. He was done. If there was anything else that Jim wanted, he could, as Derek would put it, _suck it_.

Footsteps sounded nearby. Spencer didn't even bother to turn his head. He could feel the heavy amusement coming off of Jim as the man walked up to stand over Spencer. "Should I dial 911?"

The dry question rolled right over Spencer. He kept his eyes closed and gave a low hum. "No. They'd make me move, and I've recently decided I'm not going to do that for quite a while, thank you." Lying here breathing sounded like a pretty good plan to him. It was about as much effort as he wanted to put into anything at the moment.

Jim gave a low chuckle. "You'll get hungry, an no one's gonna bring you food down here."

Oh, _food_. Spencer's stomach rumbled to let him know just how happy his body was at the idea of food. Getting up, though? Nope. No thank you. "Bruce would," Spencer finally said. "And so would Peter."

"Nobody's bringing you food down here. C'mon, Princess. Up off the floor."

When Spencer opened his eyes he found a hand held out in front of him. For a moment more he contemplated ignoring it and just laying there. Then, with a low groan, he lifted one of his aching arms and reached out, putting his hand in Jim's. The man gave a tug that drew Spencer up to his feet. As soon as he was up and his shaky legs were holding him, Jim let go and clapped a hand on his shoulder that almost sent him back down to the ground. "There you go. Why don't you go on and get cleaned up and we'll meet on our floor for some lunch?"

That sounded amazing. Walking anywhere to do it, however, did not. With that in mind, Spencer called up his powers even as he nodded his head at Jim. "I'll meet you there." Then he brought to life his platform right under his feet, so he wouldn't have to even step up to get on it, and let it lift him in the air.

FRIDAY was already opening a nearby window even as Spencer went flying up. He called out a mental **_Thank you!_** to her as he set off out the window and around the building to get to his room.

* * *

After an amazing shower, and a bigger lunch than he'd intended—supervised entirely by Bruce, who made him a meal that he insisted Spencer eat at least three plates of and which he actually ate four and a half of—Spencer was back down in the gym. He was a bit surprised to find that Tony was down there waiting for them.

The man didn't even bother with a regular greeting. Leaning against the edge of the boxing ring, he waited until Spencer had come a few steps into the room before he said "So, either you were lying before, or you've been vastly underestimating yourself. Personally, I'm going with the second one. If you were lying, it'd be pretty stupid to give yourself away like this in front of everyone."

What on earth was he talking about? Confused, Spencer looked over at Jim, who had come back down here with him, and then back over to Tony. Was the man talking to him? "Um… what?"

Tony tilted his head to match Spencer's confused pose. "I've been looking at your results from your tests this morning. Your body's a bit more enhanced than you realize. At least, strength and endurance wise. At the moment you seem to handle about twice what a normal person your age and size should. Agility wise, you're still pretty standard, but that could be lack of practice."

The words didn't come as a surprise to Spencer. He'd noted the difference in his body, even when compared to his more adult memories. He just hadn't had the data to look at to compare it with. Twice as strong as someone his age and size, though, that wasn't too much, thank God. There were athletes back home who could do that. So, Spencer wasn't really enhanced like this. It was more like… he was in great physical condition. That was nothing compared to what he'd seen from Peter. "It was hard to gauge what is and isn't considered enhanced here. I haven't had a chance to look over any medical reports to suggest what the standard range _is_. Until I do, I can't accurately form any sort of hypothesis."

Tony paused, mouth open. Then he closed his mouth. "Huh."

"I planned on sitting down to analyze it tonight when I had a chance to pull up all the relevant data." He shrugged one shoulder and slipped his hands down into his pockets. After showering and eating, he felt a whole lot more alert, and less tired, definitely, though still sore. But he wasn't exactly looking forward to doing the morning all over again. "Are we planning on running through the fitness test again this afternoon, with me embracing my powers, or are we waiting until tomorrow for my body to be back in better condition? Because, honestly, I'm not entirely sure how physically capable I am of completing half the things that I did this morning. Enhanced though I may be, this body isn't in the best of shape, and my results are going to be significantly lower than if I had a good night's rest."

"Nah, we figured we'd let your body rest a day or two before we do the next test," Tony said, waving a hand dismissively at him. "We're just here to trade off babysitters. You and I are gonna go outside away from my very electric home and test out a bit of your powers."

The phrase 'trade off babysitters' was enough to have Spencer wanting to scowl. Even though he had a feeling this was just how Tony spoke with people, that didn't mean he enjoyed hearing it. He wasn't a child and he wasn't someone's job to look after!

Jim rolled his eyes at Tony. "Leave the guy alone, Tone." With no more than that, he turned to Spencer and smiled, reaching out to pat his shoulder again. He stopped when Spencer instinctively drew back; without missing a beat, Jim curled is hand in and brought his arm back to his side, his smile never once faltering. "You did good today, man. See you down here tomorrow morning?" At Spencer's nod, Jim gave a nod as well. "All right. Have fun, then, and don't let this guy bother you too much. He starts getting mouthy, just give him a little zap."

"You're a terrible person," Tony said dryly.

Amusement curled through Spencer's stomach as Jim winked at him. "Just a little one. Police tase people all the time. He'd survive."

Very obviously smothering a smile, Tony waved Jim off, telling him "Go, go! You're a menace, Rhodey! A menace!" He turned towards Spencer and made a gesture for the teen to follow him. "Come on. I don't have to stand here and listen to this nonsense. Don't bother listening to him. No one's going to get tasered today. The whole point of this is to figure out how _not_ to tase someone, unless it's on purpose." As the two made their way over to a small door at the side of the room, Tony turned enough to point a finger at Spencer, his expression faux-serious. "And you better not be tasing me on purpose, because then we're going to have issues, you and me. It's not nice to tase the people helping you. Word of advice."

The rambling speech did far more to set Spencer at ease than anything else Tony might've done. He even managed to smile a little bit. "I have no intention of electrically shocking anyone – unless absolutely necessary."

"The fact that you felt the need to add that on worries me."

Shrugging, Spencer let Tony pass through the door first and then followed out after him, moving right back to his side. "My best friend tells me I'm a bit of a trouble magnet. Considering the events of the past few years, _dimension travel_ notwithstanding, I can't quite find it in me to argue with him."

"You know, the more I hear about you, the more I think you're going to fit in around here."

"That doesn't sound all that reassuring at the moment."

He was rewarded with a low laugh and the warm breeze of Tony's good humor as it brushed against Spencer's skin and swirled around him. The laughter took years off his face. It made him look so much younger and less burdened. The lines on his forehead that had been present almost constantly weren't there, and that heavy look that Spencer saw in his eyes and felt around him, it was so much less. He seemed… nicer, when he laughed. More approachable. More like the person that Spencer had heard about from Peter.

As Spencer looked back out in front of them, he tilted his head and scanned the area around him. Off to the left was the area where he and Peter had gone for their walk near the water. To the right, there was a road that led off towards a side of the Compound that Spencer hadn't been to yet. As he studied it, he realized it was an outdoor training area. Open field, some targets off to one side, a place set up for sparring in the middle. It looked like that was where they were heading to.

By Spencer's estimations, it'd only be about a ten minute walk over there – or a two minute flight.

He turned his gaze over to Tony again. "We're heading out here so you can safely assess my powers, correct?"

"Mm hm," Tony said agreeably.

"Then would you like to walk to the training area, or would you like a chance to fly?"

It was no real surprise which offer Tony accepted. Spencer created his platform and easily stepped up onto it. He couldn't help but feel amused at the way that Tony was standing there staring at the energy under Spencer, a very interested light in his eyes. Instead of trying to climb up, Tony took a step forward and squatted down, his eyes running over every inch of the platform. "This isn't just you standing on your powers. You've actually solidified the energy you create."

Spencer nodded his head. "It's just a matter of manipulating the electrons to solidify the electricity. It's one of the parts of this that came instinctively to me. I can manipulate the energy in quite a few different ways. Like this, I can solidify it and make it something that I can touch – and something that you can touch. It won't shock you, I promise." He added that on when he saw how hard Tony was fighting not to touch. Smiling, he watched the man immediately reach out, his fingers not even hesitating before they touched the edge of the platform, soft and first and then with more surety. "I can also make it solid and yet, thinner. I found that out when one of the things I was practicing on exploded and I created a shield for Peter and I."

"I saw you and Peter flying on this before. How do you make sure that you actually stay on? The board seems to move easily with you without you ever once losing balance, yet you step on and off like it's easy."

"I draw it up just enough to cling to the bottom of my shoes. It holds me in place, but it's also easy for me to move with if I want to."

Whatever Tony said next was lost in a trail of mumbles that Spencer didn't bother trying to listen to. He waited for a moment until Tony looked up at him again and then Spencer held out a hand, an unusual gesture for him.

Tony flashed him a bright grin and pushed himself up out of his crouch. He took Spencer's hand and let the younger genius brace him as he stepped up onto the platform. Spencer let go once Tony was up and watched as he shifted around and got used to the idea of standing here. Once he had, he looked up at Spencer, and Spencer grinned at him. "Would you like to fly straight over, or would you like to test any of the flight capabilities?"

The laugh that Tony let out this time was a whole lot freer than his last one, and Spencer's smile grew wider in response. "Don't get too crazy, kid." Then he winked at Spencer. "But there's no one to say we can't have a little fun on our way over."

"Then I suggest you hold on, Mr. Stark. I'd recommend my shoulders – Peter finds that easier sometimes."

With that warning, Spencer leaned forward just a bit, shifting his stance to one that was more comfortable, and he made sure that the energy under them was holding their feet the instant that they were both in place. Tony's hands settled almost hesitantly onto his shoulders. Once they were there, Spencer shook his hair out of his face and then _pushed_.

They flew forward, following along the path that Tony had been leading them along. They raced along it and towards the training field. When they reached it, Spencer shifted his weight, leaning to the right, and the platform made an easy turn, taking them into a quick lap around the field that made Spencer's smile grow more and more. God, he was falling in love with flying! It was something he knew he was going to miss so damn much when he left this place. It was why he took the opportunity to indulge in it any chance that he got. He spun them for one lap around the area, and then another one, faster than the one before. Then, calling back "Hang on!" he tilted them until they started to go up. A quick thought helped to solidify the grip on Tony's shoes and where his hands were holding on to Spencer, ensuring that he wouldn't fall. Then Spencer took them almost straight up, laughing as he heard Tony's quick " _Holy shit_!" behind him.

He laughed even more as he sent them in a backwards look that hung them briefly upside-down before pointing them towards the ground. Gravity had Tony's weight pressing in against Spencer's body. It made it a whole lot easier to feel the pounding of his heart and the excitement and fear mixture that was coming off of him.

When they got close to the ground, Spencer drew them up, slowing them down at the same time until they were finally coasting over the ground right in the area that Spencer had assumed was for sparring. He slowed them down before finally coming to a stop. Once he did, he made the platform let go of them, and he turned around just enough to smile at Tony. "I hope that didn't qualify as 'too crazy'."

Tony looked windblown, his usually styled hair now a tousled mess, and he was grinning broadly with a bright light in his eyes. "We're definitely doing that one again."

"Anytime." Spencer waited until Tony had stepped down and then he hopped down himself. Once he was on the ground he reached out a hand and drew in the energy from the platform, feeling it hit him like a good cup of coffee, energizing his body just a little and taking away some of the aches and exhaustion that had been lingering from the morning's sparring. It made it a little easier to turn and smile at Tony. "More than anything else I've gained since I arrived in this universe, flying has to be my favorite. There's no feeling quite like it. I think it's going to be the one major thing that I'm going to miss if… _when_ I go back home."

Tony, thankfully, didn't comment on his little verbal slip. His smile stayed easy as he casually stuffed his hands down into his pockets. "I can only imagine. I don't know if I'd ever be able to give up that feeling. It's a hell of a thing inside my suit. Out in the open air like that? That's…"

"Freeing," Spencer finished, his voice just a bit softer. He looked up to the sky, his stomach twisting just the slightest bit at the idea of never being able to fly like that again. Almost immediately a wave of guilt took its place. How could he be thinking like that? His friends and family were back home, probably terrified because they couldn't find him, and here he was flying through the air and wishing that he wouldn't ever have to stop. He should be focusing more on getting home and less on playing around with his powers.

Though there was no doubt in Spencer's mind that Tony could see just how down Spencer's thoughts had gone, the man didn't comment on it or ask Spencer anything about it. Instead, he steered their conversation back to the matter at hand, giving Spencer an easy out. "So, what other neat little tricks do you have?"

His words were the perfect distraction. Spencer fell on it with abandon and lost himself in showing what he could do. It felt good to lose a bit of time walking Tony through everything he'd told him about during that meeting with Charles – all the things that Spencer and Peter had discovered together.

By the time they stopped Spencer was surprised to see that hours had passed. The afternoon was gone and evening was starting to creep up on them.

Tony was closing out the hologram he'd pulled up on his phone as he was charting the information he was getting from Spencer. As he closed it, he flashed a smile up at Spencer. "That was good, kid. I've got a few things I think we should go over tomorrow, some more things I want to explore. By the end of the week we'll see about getting you set up with some things that might help you learn how to control your powers even more."

"That would be amazing." The last thing that Spencer wanted was for something to happen with his powers because he couldn't control them. For someone here to be hurt because of him.

"Charles offered to send a teacher out here, if you want. Someone who could maybe show you the ropes a bit."

The idea of that made Spencer want to shiver a little. He pushed his hands down into his pockets and hunched his shoulders the slightest bit. All he could picture was someone like Scott coming in to try and show him what to do. The man seemed like he was a good person; his concerns had been valid ones. But… Spencer didn't know him. He didn't trust him. "I'm sure we'll manage fine."

"Your choice," Tony said easily, like it was no big deal. It floored Spencer. Even the "Might help to have a teacher that knows the subject, though," that Tony tacked on was casual, as if it were no big deal to him what Spencer chose. Like he was simply giving him options and was willing to trust what he chose.

What Tony said was true – having a teacher that knew the subject probably would help. Yet Spencer couldn't help but feel that it was far more important to have a teacher he _trusted._ That wasn't going to be some strange person he'd never met before. "I'm content with what we're learning. Peter and I have come up with a system of our own that works well for us."

If Tony thought it was odd that Spencer was choosing a teenager as his teacher, he didn't comment on it. He just nodded at him. "Once he heals up, we'll get him in here."

That, it seemed, was that. Tony pocketed his phone and dropped all pretense of any kind of work. The grin he gave Spencer lit up his face and he got that younger look to his features again. It made it clear to Spencer just how much weight the man carried around each time Spencer saw him – when he smiled like this, and that weight was gone, it made the times it was there so much more noticeable. "Well! We should probably get back inside and go share some of this with my favorite green science bro, geek out a little and eat whatever was made up for dinner. Feel up to flying us back over there after playing around with your powers for an afternoon?"

Spencer's own smile touched his lips. That was what Tony was so excited for? If that was all it took, Spencer could easily offer that.

He chose not to answer in words. Instead, he called up his platform, and he easily hopped up to it, making sure there was plenty of room behind him for a companion. When he looked at Tony and smiled, the man's grin grew. "I think I'm going to enjoy having you around, Pikachu."


	13. Chapter 13

The next day went pretty similar to the first one. Only, Spencer did his morning assessment while embracing his powers, letting it enhance his abilities. Going through the test like that was surprisingly _fun_. More than once Spencer found himself grinning as he did something that he otherwise wouldn't have bene able to do. By the time he was done, he wasn't exhausted like he'd been the day before – he was energized. It was _amazing_! For the first time, he wasn't the weakest in the room. Wasn't the one that was physically a liability. He wasn't panting or exhausting himself or getting beat up by things that most 'normal' people could do. Instead, he was doing things that occasionally had Jim openly gaping at him.

It made for a much more relaxed lunch, which was made better by a call from Peter halfway through.

Spencer didn't actually have a phone, but Tony had come into the room briefly to toss one at him – which Spencer fumbled to catch – and warned him "Try not to fry this." Moments later, he was gone, and the phone had been ringing, and Spencer was left floundering for a moment while Jim laughed at him.

They'd given him an hour to talk to Peter before he was called out for his afternoon session back in the training field with Tony. That session was more 'playing with his powers' than anything else, but it let Tony document and study what he could do, and it was even more fun than his morning session because afterwards he got to sit with Bruce and Tony and talk about what they'd found. Having two amazingly _brilliant_ men to talk to was like a form of Heaven for Spencer.

He wasn't using to being so intellectually challenged. Or so _understood_. He didn't typically have to give more than a line or two, at most, to explain something he said. Sometimes he didn't even have to give explanations – he would say something and one or both of the men would just light up and start to ramble right along with him. Sometimes, _they_ had to stop to explain things to _him_ , and Spencer loved it.

That seemed to set up his schedule for the next few days. The only thing that changed was that, on his third morning there, they didn't need to do physical assessments anymore. It was time to start training. Loosely translated, that meant that Jim started Spencer on a workout routine that was enough to push him without exhausting him. One that he had to do without the use of his powers.

For the rest of the week that was how Spencer's days ran. Training with Jim in the morning, lunch and usually a call from Peter – who was thrilled to have Ned back home and talked excitedly about the idea of introducing the two of them – and then afternoons with Tony, followed up by evening with Tony and Bruce discussing science as they ate dinner. A dinner that Spencer usually cooked. He'd found out that the group usually existed off some pretty boring meals or someone would bring something back from the city with them. After he'd realized that, he'd conspired with FRIDAY and got some groceries delivered, and he took over making dinner. It was one small way that he could think to pay them back for what they were doing for him.

If his days were filled with activity and fun, his nights were much less so.

Late at night there was nothing to distract Spencer from his thoughts or his memories. All of his darker thoughts came roaring to the front. The guilt from feeling so good while knowing his team was back home worrying about him, the fear of what his future might hold, the worry for his friends and his family, the crushing _loneliness_. All the things that he couldn't say out loud to anyone else. They came to him at night and ate at him until he'd end up curled up in the chair near the window, blanket wrapped around him and body shaking.

Sometimes he'd sit there for hours, staring out at the sky. Other times he'd go over his own notes and wonder achingly what Stephen had discovered so far.

FRIDAY was a good companion. She never bothered him at those moments. She did, however, seek to help, at least in her own way. She piped soft music into his room so that he wasn't forced to sit there in silence. If it was a nightmare that woke him, she'd turn the lights on low. Just enough for it not to be dark while not making it too bright for him. If he looked cold, she'd turn the heat up for him without even asking. She was amazing, and Spencer enjoyed her.

He'd been at the Compound for a week before Peter was able to come back. It was Sunday, which meant that Spencer was lucky enough to have the morning off from the exercise regimen that Jim had him doing, but Tony had mentioned the previous night at dinner that he wanted to get Spencer and Peter out to start some of Spencer's power training.

When Peter arrived, though, Spencer was in the kitchen with the Vision and Bruce, walking Vision through the last few steps of the brownies they were making. It was a recipe that Spencer had found long ago – his grandmother's, written in an old box up in the attic of his childhood home – and it was one of his favorites. "We just need to mix it all together now," Spencer told him, shifting to grab the whisk from where he'd set it earlier. He didn't hand it straight to Vision. Instead, he stuck it in the bowl and held the edge of the bowl as he started to stir in steady, even movements. "You can always use a mixer to do this with, but I have a preference for using a whisk or spatula. Mixers never quite reach to the bottom of the bowl and so when you go to pour it into the pan you're left with excess powder at the bottom that should've been mixed in with everything else. With a whisk, you don't have that problem. You can get straight to the bottom of the bowl as well as scraping the sides occasionally to ensure that you mix _everything_."

"That makes sense." Vision watched him, waiting patiently until Spencer handed over the bowl and whisk, and then he took them from the teen and started to mix on his own. The two were quiet for a moment as Vision began. After a second, his eyes flicked up to check with Spencer, who gave a small nod and a smile to let him know he was doing right.

From his seat at the island, Bruce was smiling as well. He was enjoying some of the tea that Spencer had brewed and a large zucchini muffin – Spencer and Vision's first attempt in the kitchen this morning. Bruce had agreed to be their taste-tester. He was one that Spencer knew would be kind to Vision, plus it would do Bruce some good to come up out of his lab for a while. "You bake like you're mixing experiments."

"Isn't the theory the same?" Spencer asked. "You add various ingredients in specific amounts to come up with a desired result. Unlike cooking, where you can vary your ingredients to suit your flavor, baking is much more precise. More or less of a certain ingredient can ruin your entire recipe."

"I've never quite thought about it like that."

Shrugging, Spencer moved to grab the pan. Their mix looked like it was ready. "The skills transfer easily between the two. Recipes that require a delicate hand are no more complex than some of the chemistry experiments I've done. Less dangerous, honestly. The worst you can do while baking is make a mess or ruin your recipe. Experiments have the potential to explode."

"I think I much prefer this," Vision said in that smooth, calm tone of his. Spencer could feel he was amused, though.

Spencer was helping to brace the bowl so they could pour their mixture into the baking pan when he felt a familiar presence right at the edge of his senses. He looked up with a brighter smile than the other two were used to seeing from him. Turning his head, he didn't pay any attention to the others, his eyes going right to the windows. There was no reason to ask why. A moment later a familiar figure in red and blue swung into sight and landed lightly on the window.

The top of the window opened and Peter crawled up, easily slipping inside and dropping down to his feet. "Hey Dr. Banner, hey Vision." Once he greeted them, he focused on Spencer, almost vibrating with his energy and the good mood that Spencer could feel coming off him. "Spencer! Guess who's finally _freeeeee_!" He flung his arms dramatically out to either side and Spencer just knew he was grinning underneath his mask.

Keeping half an eye on the bowl he held, Spencer snickered. "Your grounding is over, I see."

Peter snorted as he came into the kitchen. "Dude, don't even get me started on that. That was the most _boring_ week ever. No coming out here to pl—do stuff. No patrolling. Mr. Stark threatened to take my suit if I put it on for anything less than life or death!"

The last of the mixture was scraped into the pan, leaving Spencer free to pull the bowl back. He set it down in the sink, Vision right behind him, and then the two turned back to the stove. Vision watched as Spencer took the pan and placed it inside. When the young genius straightened up, he didn't reach for the timer as he would at home. Instead, he asked, "FRIDAY? Would you mind setting a timer for twenty-two minutes?" When she let him know that she would, he turned towards Vision, offering him a small smile. "Once she lets us know, we'll pull it out and test it. Usually, twenty-two minutes seems to be perfect for these, but it never hurts to check them when you pull them out. The easiest way to do it is to stick a toothpick or even a butter knife in the center of the brownies. You push it down to the bottom and then pull it back out. If it comes out with any batter that looks wet, you need to cook it for longer, in five-minute increments. If it comes out clean, you're done."

Once Vision nodded at him to show he understood, Spencer turned to take the dishes to the sink and focused back on Peter again, his smile back in place. "So naturally, the first thing you do with your freedom is to come to the home of the man that grounded you."

The other teen pulled off his mask and tossed it on the counter, gloves following after it. Then he was coming up to Spencer's side and falling into place in preparation to take the bowl that Spencer had started washing. "Well, yeah. You're here." He said the words like they were something that should've been obvious to Spencer. As if it was just natural that he was going to come here to see the person he'd only known for such a short time.

Spencer flushed a little and dropped his head down a little to focus on the dishes in his hands.

"Do you guys have plans today?" Bruce asked them.

It was the perfect distraction. Peter turned to beam over at him as he nodded enthusiastically. "Oh yeah! Mr. Stark said he wanted to start some training today, so we're gonna show him some of the things we've figured out for Spencer's powers, and I've got a few things I wanted to try out. May wants me to bring Spencer home for dinner tonight, too." He turned to Spencer at that last part, directing his words at him. "She says it's been too long since you've been out there and she wants to see how you're doing. You know how she is – she's worrying you're not eating enough. She'll probably order half the restaurant. Man, I used to think she was bad worrying about how much _I_ eat, but you've got me beat. It's like she thinks you're going to waste away."

That was something that Spencer wasn't unfamiliar with. He passed the bowl in his hands to Peter and shrugged his shoulders as he picked up the whisk to wash. "I'm used to it. I've never been able to put on or properly maintain my weight. My team was always trying to feed me." JJ and Derek had been the worst at it, though once David had joined the team he hadn't been much better about it. And JJ's husband, Will, had seemed to take it as a personal affront if Spencer ever went home from their house with an empty belly, or without leftovers to stock his friends. JJ always joked it was the southern part of him showing through. Will would just laugh and say "Back home, food's a big thing. You don't go to anyone's house and not get fed."

Smiling, Spencer nodded at his friend. "I don't see a problem with that." Then he paused, backtracking over Peter's words. "You said she was ordering in, right?"

The grin that Peter wore practically lit up the room. "Oh yeah. She likes you too much to poison you."

A surprised sound from the side reminded the two of the audience they had. Spencer turned to find Bruce hiding a smile behind his cup while Vision was giving the two teens a confused look. "Does your aunt try to poison others?" He asked curiously.

Peter snickered just a little. "You could call it that." Then he was lifting a hand when Vision started to look alarmed, and he shook his head quickly. "No, no, I'm sorry, I was kidding around, Vision. Seriously. It's like, a bad sort of joke, that's all. May loves to try and cook, she's just sort of, well…"

"Really bad." Spencer supplied helpfully, knowing that being tactful wouldn't work so well in this conversation. Not if they wanted vision to understand.

His words had Peter nodding. "Yeah. Really bad. She tries, though! I mean, it's not great, and this one time she made a casserole that I still don't know what was in it and I threw up for, like, _days_ , but she _tries_! An she can make some things. She can make _awesome_ Hamburger Helper, and her nachos are the best. Plus, Spencer taught her how to make this cool chicken dish that, I swear, we could eat like seventeen tons of."

There was a chance that Peter's ramble could continue on indefinitely if someone didn't stop it. With that in mind, Spencer reached a hand out and laid his fingers lightly on Peter's arm, drawing his attention. Once he had it he smiled at the other teen. "Why don't you go head down and find out from Tony when he wants to start things today, hm? I'll finish up in here and come find the two of you as soon as I'm done."

"Oh, yeah, cool. No problem. That's a good idea!" In a flash, Peter had his gloves and his mask back on and he was taking off from the room, already calling out to FRIDAY as he went.

Spencer watched him go and gave a small shake of his head. There were only a few dishes left, plus some time still on their baking. If Spencer dallied a little longer than normal, deliberately taking his time, well, no one had to know. Though the knowing look that Bruce sent his way and the small smile on his lips as he did made it pretty clear that he'd guessed.

* * *

It was almost forty minutes later when Spencer finally broke away from his baking lesson with Vision to hunt down Tony and Peter. FRIDAY helped with that. She told him they were already waiting for him and directed him down towards them.

They met inside today instead of outside. Spencer found Tony and Peter in the middle of the big training room that FRIDAY had directed him to. The two were close to one another, and the picture they painted was one that made Spencer's lips twitch with a smile even as his heart ached a little. Peter was still in his suit, sans mask, and was clearly telling some sort of story. His hands were up and waving around periodically and his body kept bouncing in that way he got when excited about something. Everything about him was just… lit up. The happiness he felt in that moment was easy to see and feel.

As was Tony's.

There was no way that Spencer could miss the indulgent smile on Tony's lips, or the fond way that he was watching Peter. His affection was just as easy to feel as Peter's happiness. The two twined together, making a warmth in the air that Spencer wanted to close his eyes and just wrap himself up in. If he hadn't known the two, he would've thought that the two were family. The way they looked at the moment… it only helped that image along.

Tony had his hands stuffed into the pockets of his jeans, he was wearing a band t-shirt that Spencer didn't recognize the name of, his hair was mussed from where Spencer would bet he'd been running his hands through it while working, and all of that combined to make him look so much less like Tony Stark – billionaire, and a whole lot more like Tony Stark – _dad_.

Spencer doubted either man would appreciate the sentiment, though.

For a moment longer he just stood there and looked at the two. Spencer found himself reluctant to walk up and break the spell that seemed to have fallen over the room.

There was no place for him here. It was a feeling that Spencer had dealt with many times in his life. It'd taken until adulthood before he'd found a place in the world that had made him feel like he actually belonged. The BAU had become a home to him. It was the only one he'd ever known – and it was slowly breaking away. Little by little they were losing members of their team and replacing them with new ones. With each loss and each new addition, Spencer found himself once more feeling awkward and out of place. The outsider. He was the person that everyone always had to take time to get used to. The one that was strange at first, a little weird, but with time and exposure people could get used to his oddness and come to like it or figure out how to ignore it.

Except here.

Peter had accepted him almost right away. May, too. They'd just kind of welcomed Spencer in. Then the people here – Tony, Bruce, Jim, Vision – they'd been mistrustful at first, which was to be expected. But once they'd had his story confirmed, they'd accepted him in here like it was nothing. The past week, Spencer had somehow managed to seamlessly fold himself into their life here without any of the expected awkwardness that he was so used to. He didn't feel weird or different or out of place. Not like he usually did.

But looking at these two now… it was a harsh reminder that, while accepted, he was truly just a guest here. One who needed – _wanted, he meant wanted, of course he did_ – to get back home. That was his goal, and that was what they were helping him with. No matter how nice they were, or how much they seemed to accept him, quirks and all, this wasn't his home. Likely, they were nice simply because they knew that he'd eventually be gone.

Spencer closed his eyes and blew out a careful breath. Then he shoved all those thoughts as far down as he possibly could. When he opened his eyes, the tension that had been building was gone from his body. It stayed gone as he made his way towards the two men.

It only took a few steps for them to notice him. Peter was the first one to do so and he lit up at the sight of Spencer. "Hey! You made it!"

The enthusiasm in those words was infectious. Spencer found his relaxation becoming just a bit more real. It was hard to remain upset in Peter's presence. "I'm sorry I took so long. Vision and I had to finish our baking before I could come down."

"You were baking with Vision?" Tony asked, even as Peter was hurriedly saying "Oh, man, no worries!"

When the teen realized that he'd talked over top of Tony, he shot him a sheepish look, one that earned him an eye-roll from Tony. The older man gave a small shake of his head as if to brush all of it off.

Amused, Spencer decided to be kind and help spare Peter anymore embarrassment. "You mentioned before that you had some things in mind for today, Peter?"

That worked perfectly to bring them to the reason they were here and distract from the color that had been in Peter's cheeks. At Spencer's words he spun back to face the young genius once more and his grin was back, bigger than before. "Heck yeah! I've been bored out of my mind this past week – plenty of time to try and figure out a few things for us to try for today. I've got loads and _loads_ of ideas, man."

Tony watched the two of them with a curious look on his face. "How do you two come up with new ideas?"

It was Peter who answered that, giving a casual shrug as he did. "Sometimes they're things that just come to us when we're thinking about our powers. You know, that weird stuff you come up with when you're lying in bed at three a.m. trying to sleep and your brain just blurts out 'hey, what about this?'" The way that Tony looked at him made it clear he knew exactly what Peter was talking about, which made sense for a genius inventor. Peter nodded his head at that look. "We make notes of it and look at it during the day, expand on it, and then we bring it up when we get together and try and figure out if it'll work or not."

"And some of us Google it," Spencer added in with a small smile, one that quickly grew into a full one at Peter's embarrassed "Hey!" and the high blush that colored his cheeks.

It was hilarious to watch the way that Tony silently mouthed 'Google it' before he cast a baleful look Peter's way. "You're ridiculous."

The way that Peter scowled at them only made it all funnier. Rolling his eyes, Peter waved a hand in the air. "Yeah, yeah, yeah, laugh all you want, both of you. I've come up with some _awesome_ things off the internet! I mean, like, okay, I was thinking the other night about how I climb walls and such, and how it works for spiders, and then I got into this long tangent in my head about Van der Waals force, and then it hit me that you should be able to use your powers to climb walls, too! So I got on Google, did a little research, and it makes sense. With the level of control you've showed so far, being able to control things at such a small level should be easy. You should be able to do it without any real thought at all."

That was… huh. Spencer tilted his head a bit as he stared at the other teen. That wasn't something that he'd thought about at all. "It has potential. I don't possess the scopulae like you do, though."

"No, but really, if you want to boil it down to its most simple, all I do with those is create a sort of static cling. It's just, instinctive to me. It was part of my powers I never had to think about. Though it's fun to analyze." He flashed a quick grin. "You could arguably do the same thing if you can focus your powers to that level."

That was true. The logic of it was sound. Spencer chewed on the inside of his lip as he thought about it. Neither boy noticed the way that Tony was watching them now or how he'd taken a small step back as the two got into what they were saying. They were too caught up in the idea of this to notice much of anything except one another. After a moment of thought, Spencer took a step forward, holding his hand out with his palm facing towards Peter. The best way to figure something out was to test it in as safe a manner as possible. "Put your hand against mine and see if you can demonstrate what you usually do. We'll try it both with and without a charge. Maybe I can get a feel for what you're doing and try to replicate it."

Peter didn't even hesitate to pull off his glove and hold his hand up to Spencer. They pressed palm to palm and Spencer closed his eyes so he could better focus on where their hands touched. For a second there was nothing. Then… a faint hint of _something_. It tickled over his hand and against his senses. It was small enough he might not have noticed it if he wasn't looking for it. _Hmm._ "Again?"

"Sure."

One more time he felt that small charge against his skin. This time he was ready, and he reached back to it, trying to mimic it. He didn't get it quite right on the first try. There was something off. Something wrong. Then, with a small adjustment, their hands were suddenly pressed tight and flat against one another, and Spencer's eyes opened as he let out a startled laugh. He found Peter grinning at him. "I think you got it." The teen said, chuckling.

"Yeah, I think that's safe to say." Spencer agreed.

The two had to focus to let go of one another. Once he was sure the charge was gone, Spencer drew his hand back. He brought the charge to his skin, took it away, brought it back, took it away again, until he was sure he had down what he needed to do. It was definitely easy now that he knew what it was. Something that he'd be able to call up with barely any thought. Now that he had that down, they needed to test it out on something other than Peter's hand.

Peter must've been thinking along the same lines that he was. With the kind of grin that always seemed to spell trouble, he lifted his now free hand and smacked it right against Spencer's forehead. Then he laughed and jumped almost completely to the wall. "Come and get me!"

It only took a split second before Spencer shot off after him. This wasn't the first time they'd turned their training into some sort of game. It made it easier for the both of them to do some things or to relax enough to get comfortable. Because of that, it was no surprise at all to see Peter scramble his way up the wall like the spider he was. He paused halfway up and pulled one hand free to stick his thumb against his nose and wiggle the rest of his fingers while he stuck his tongue out at Spencer.

Cheeky little brat.

Spencer reached the wall and tried not to let himself hesitate or overthink what he was about to do. That seemed to always be a downfall of his – overthinking. They'd figured out the science of it here on the ground. Now was the time to let it settle in with the rest of him in that instinctive way he needed his abilities to be to effectively use them. Keeping that in mind, Spencer only paused for a second before he reached a hand up onto the wall the same as he'd seen Peter do plenty of times before. He called the charge to his skin that he'd just learned and he let it reach out, felt the energy reaching back for him in the same way it did when he was attaching his feet to his board, or when he'd attach his passenger to him while flying.

Making that mental connection made it all so much easier. The numbers and facts ran rapidly through Spencer's mind at the same time that his tension bled away. He could do this.

Without any more hesitation, he was climbing his way up the wall, hands and shoes easily sticking. It was satisfying to see Peter's surprised expression in the second before he reacted and started to climb again.

Peter reached the top of the wall first and immediately moved to climb across the ceiling as well. When Spencer got there, he didn't let himself hesitate this time and hurried after him. Only, he'd forgotten what a cheater Peter could be sometimes. Halfway across the ceiling, Peter stuck a hand out and a second later he was swinging through the air to the other side of the room. Spencer hung from the ceiling and scowled at him. "Cheater!"

"You're just jealous you don't have webs like me!" Peter shot back. "Jealousy is a petty emotion, Spencer. I thought you were better than that!"

 _Oh, you little imp_. Well, if that was how he wanted to play things… The only real rule they had for these games was that whichever one was training couldn't fall back on things he was already really good at, or that he was comfortable with. Which meant his platform was out of the picture. He was going to have to come up with something else.

Spencer looked up at where his hands were still connected to the ceiling. To him, it was easy to see the energy that sat between his palms and the ceiling. Testingly, he drew his hand back, keeping hold of the energy as he did. The blue light of his energy stayed like a line holding the two points together. Spencer smirked. Perfect.

He only gave himself a moment to think about what he was doing and hope that he wasn't about to make a huge mistake. If he did, at least Peter was close enough to catch him. Spencer counted on that – it was terrifying to realize just how much he believed he could count on Peter – and then he gripped tightly to the bit of energy in his hand, anchored it to the ceiling, and then _let go_.

His body swung down like a pendulum while his feet stayed anchored to the ceiling. It was a rush – literally. All the blood rushed to his head and he flung his hands out to steady himself. Down below, he heard Tony curse, and he could feel the man moving closer as if somehow bracing to catch if Spencer started to fall. At the same time, he watched just up ahead as Peter shifted his weight like he, too, was ready to try and catch him. It all made Spencer want to grin. Though, that could've been because of hos strange his head felt, hanging like this. "How on earth do you do this so constantly? If left to your own devices, you spend more time upside-down than right-side-up."

"It doesn't really bother me?" Peter gave a casual shrug. As if to prove it – just as Spencer wanted – he hopped back up to the ceiling and let himself hang there. It brought him just the tiniest bit closer.

Spencer lifted his hands and gathered up the energy that he'd been holding there. It was lit so that the other two could actually see it. Before Peter could blink, Spencer flung his hands forward, letting two whipcords of energy go flying out. His aim wasn't great, and Peter's reflexes were fast. One of the cords missed while the other caught him more out of luck than anything else, wrapping around one of Peter's ankles even as he jumped. Spencer reminded himself one last time that Peter would catch him if he started to fall. Then he wrapped both hands around the energy cord and _yanked_ as hard as he could.

The sound that Peter made was one that Spencer would tease him mercilessly for later.

Even as the teen shot through the air, he was already twisting his body. Spencer barely had time to prepare before he was caught by Peter's feet right in his gut, sending the both of them flying.

Peter made as if to catch him, only to get beat to the punch by Spencer's arm wrapping around his waist. Spencer's other hand shot out and he called up the very energy he'd just used to wall climb. He reached out to the nearest wall and then _pulled_ until the charge between his palm and the wall were grabbing at one another, yanking Spencer and his cargo in close. They hit with a thud that had the both of them grunting. Spencer immediately shifted the arm that was around Peter until he could press that palm flat against the wall, anchoring it as well, and his knee jammed down between Peter's legs. His whole body pinned the teen to the wall and his charge guaranteed that nothing would break free.

It left the two of them face to face. Both of them were grinning, and both were panting. "I do believe I won this round."

Peter laughed and nodded his head. "No shit, man. That was _awesome_!"

"Do you two mind getting down from there before you actually manage to give me heart attack?"

The sound of Tony's voice reminded them of their audience. Two heads turned to look down at the exact same time. They found Tony standing a little ways away, hands on his hips and a glare on his face. Whereas Spencer couldn't help reaching out to test his emotions and try to find out just how annoyed Tony really was, Peter actually laughed. He patted Spencer's arm, a signal that it was okay and to let go all rolled in to one. "Sure thing, Mr. Stark!"

Spencer called up a platform under their feet before he let go of the wall. Once they were steady on it he flew them down to the ground. By the time they were standing on solid ground again they were right in front of Tony and he'd crossed his arms over his chest to look down at the two of them. Spencer shuffled a little, not quite sure what to make of this. For all that he'd gotten to know the man the past week, he didn't know him well enough to know how he'd react. There was annoyance clear in his emotions, as well as worry, relief, and some amusement.

While Spencer was trying to watch carefully, Peter was beyond that. He spun on Spencer as soon as they were steady and told him again "That was awesome! How did you do it? I mean, I get that you like, used the grip we just discovered to hold us against the wall, but how'd you draw us in like that?"

Spencer snuck a look at Tony, who was just watching him now with a raised eyebrow like he wanted the answer too, and then he looked back at Peter. "I, uh," Bringing his hands together, Spencer clasped one in the other, thumb pressing against his palm while his other fingers rubbed against the back of his hand. "It's the same theory as the wall-climbing. It's electrostatic attraction, just on a greater distance. I reached out to make the connection like I would for climbing, creating a sort of a, a tether between the wall and my hand. Once the connection was made, it was simply a matter of drawing the two points towards one another." The more he spoke, the more confident his voice became.

Tony opened his mouth to speak only to be cut off by Peter eagerly saying "Dude, it was awesome. We need to test how far that works! Did you like, strain at all to do it, or was it just easy? Can you do it with any surface? Or even a person? Oh! You should totally test it on me." That said, Peter stepped back and spread his arms.

Almost instantly, Tony reached out and pushed Peter's arms back down. "Woah there, cowboy. Didn't we just discuss not giving me a heart attack? We're not randomly testing some electrical powers on your _body_. Are you insane?" He paused and a pained look crossed his face. "Is this what Rhodey feels like? God, this has got to be what Rhodey feels like." His pained expression shifted into one of annoyance that was belied by the warmth of his emotions. Letting go of Peter, he lifted a hand and pointed a finger first at Peter, then Spencer, then back at Peter. "Stop it – both of you. You're making me be the responsible one here and that's just ridiculous. Everyone knows I'm not the responsible one!"

"I wouldn't let my charge hurt him!" Spencer insisted almost immediately, at the same time that Peter said "It's for science, Tony! For _science_!"

Tony brought his hand up to pinch at the bridge of his nose. "You finally call me Tony, and of course it's when you're _whining_ at me for something." He dropped his head down and his expression was one that Spencer was familiar with. He'd seen it on Derek's face enough times to recognize it even on someone else. Fondness mixed in with exasperation. "I think you two are worse than Bruce and me. You're like, Science Bros 2.0." Tony chuckled at them. Little crinkles were at the corners of his eyes and something warm came from him, like spiced cider on a cold day, sweeping through Spencer. "Come on then, mini science bros. Let's go do this right."

"Mini science bros?" Spencer repeated, giving him a curious look.

Peter, on the other hand, was beaming, his whole being just _lit up_ with such honest and open pleasure at those simple words. "Where are we going, Mr. Stark?"

"No, nuh-uh." Tony jabbed a finger into Peter's shoulder and then reached up and flicked the tip of his nose. "If you can call me Tony when you're whining at me, you can do it everywhere else. As for where we're going – we're gonna do this right, with _real_ test equipment."


	14. Chapter 14

Having Spencer staying with them was nothing at all like Tony had worried it might be.

He hadn't expected the kid to meld so seamlessly into their little family here. Nor had he expected to enjoy his company quite as much as he did. Spencer was quite – far quieter than Tony was used to deal with from people – and almost painfully shy sometimes, while at other times showing a confidence and surety in his words. He was bright and sweet, with a hesitant humor that only came out now and again, and those too-old eyes that spoke of a pain inside no kid his age should ever have to know. Tony, despite his hesitance, genuinely _liked_ him, and he hadn't expected to.

He also hadn't expected to worry about him. Bad enough that he was worrying about _one_ teenager – did he really need to add another?

Yet there was no other way to describe what he felt the next morning when Spencer came flying back in the next morning. Well, really, he'd been feeling it ever since he woke up almost an hour ago and had seen the news talking about the strange, bright flashes of light that had come from down at the docks.

The very same docks where Peter had been attacked a week ago.

Tony sat at his breakfast table and glared at the display in front of him as he read through the article while drinking his second cup of coffee. He was so busy glaring at it he didn't hear Jim come into the room until the man was almost to the table. Then the soft whir of his prosthetics was enough to tell Tony that someone was behind him, and just who it was. He didn't bother turning as Jim prepped himself a cup of coffee. Silent, Tony continued to glare at the article and wait. There was a reason he was on this floor and not his own, after all.

His best friend slipped down into the chair at Tony's side and nudged him with his elbow, getting his attention enough to pass him a plate of cut up fruit. "What's got you scowling so early in the morning?"

"Did you see this?" Lifting one hand from his mug, Tony gestured vaguely at the article. He didn't wait for Jim to start reading it. "Bright flashes of light were seen down by the docks. The very same docks where Peter got _shot_ last week. And, oh, let's make it even better – someone spotted Spiderman fleeing the scene later."

Jim hummed lowly and lifted his mug with both hands to take a sip. "Looks like Peter's celebrating being ungrounded."

Yeah, that was one way of putting it. Not that Tony could blame the kid. Of course he was going to go out and celebrate being free – just like Tony had known that he'd go check out the docks to find out what had happened down there. Good thing Tony had already gone down there after last week's… issue… and taken care of the main trouble there. It hadn't been any group that had seriously been gunning for Spiderman, thankfully. Just a case of bad timing. Spiderman had swung through while they were doing some shady things and the guys had been certain that he was there for them. So, they'd attacked.

There was never any end to the shady deals that went on down there. Though Tony had chased that group out, it was no surprise Spencer and Peter had found a new group to mess with last night.

None of that was what made Tony scowl so heavily. Though, he wasn't happy with it, he was mostly resigned to the risks Peter felt the need to take. No, what had him scowling was the kid's companion. "What were they thinking?" A growl edged in Tony's words. He flopped back in his seat and continued to glare. "I swear, Platypus, these, these _kids_!"

"You know he's not actually a kid."

"Then he shouldn't act like one!" One of Tony's hands came up and gestured wildly at the screen as he turned his glare to Jim. "He's out there fighting bad guys in some leftover Halloween clothes of Peter's. What kind of protection does that even offer him? He's just as bad as Peter! At least Peter had the excuse of faster healing to fall back on," even if that hadn't flown well with Tony, nor did it ever work when Peter tried to use that to excuse his bad choices, "this kid – this _guy_ – has some accelerated healing, but he has to use his powers to get it. And what does he do? He goes out in _Halloween clothes_ that might as well be as good as the pajamas that Pete used to wear!"

Jim waited patiently through Tony's whole rant, watching him with one eyebrow raised and a slightly amused expression growing on his face. "You like him," he finally said when Tony was done.

For a second the engineer spluttered. "How…" He furrowed his brows and finally turned his glare fully to his friend. "We were talking about his utter _recklessness_! Not whether or not I, I _care_ or whatever!"

The amusement on Jim's face grew. The ass was outright grinning by now. He shifted his weight in his seat and relaxed back a little, keeping his mug cradled in his hands and not even bothering to use it to hide his grin. "Pretty sure you're the last person to lecture someone on being reckless, Tone." When he saw the protest starting to build instantly on Tony's lips, he held one hand up and chuckled. "All right, all right. Calm down. If you're that worried about the guy being out there, why don't you talk to him about it, see if he'll stay in or something. I mean, Strange has got to be close to figuring things out by now, right? It's been a week."

Tony wanted to scoff at the idea that Spencer would stay in if Tony asked him to. Over the years Tony had become pretty damn good at reading people. It was something you had to be able to do in his line of work and he'd learned well in life. One thing that Tony had come to see while watching Spencer was that there was a core of steel underneath the shy-guy exterior. Spencer might be quiet and meek, willing to let others take the lead, but if it was something he felt strongly about there was no doubt in Tony's mind that he'd dig his heels in and do what he wanted and damn what anyone else said.

The rest of what Jim said was enough to have Tony forgetting about that first part, though. He tried to smother a grimace as he slumped a little in his seat.

"Tone?"

Sighing, Tony brought his mug up, taking a drink but not really tasting it. He stared down at the liquid afterwards. "Strange still hasn't found anything," He finally said, voice low. "He's not sure he's going to, either. This spell uses stuff he's never even seen before. He says that either Spencer got some parts of it wrong when he wrote it down, or it's something that doesn't exist in our universe. At least, not all of it."

"If it doesn't exist here, how the hell did it send the kid here?"

"He said that some of it matches here, and some of it might've been wrong, like the guy didn't copy it all right or whatever." Tony hadn't really understood all of it. Magic wasn't something that he understood. Was fascinated by, yes. At least privately. But understood? Not at all.

Jim looked just as bothered as Tony felt. Any signs of teasing were gone from his face. "What's he going to do?"

"He's going to stop by after lunch today and talk with Spencer, see if there's a chance that he might've remembered wrong or something like that." He'd mentioned bringing a few books for Spencer to look at so they could compare symbols or something like that. Tony wasn't going to get his hopes up, though. The idea of Spencer remembering something _wrong_ , well, the probability of it wasn't very high. They'd have to hope that maybe he'd just copied it wrong. Because, if Stephen couldn't figure it out, their chances of being able to send Spencer home… Tony grimaced. No, he wasn't going to let it come to that. He'd already sent out an email last night to Reed. He was the only other person Tony knew that ever did the whole dimension travel thing. If Stephen couldn't figure it out, maybe Reed could.

Their conversation was cut short by the article in front of Tony vanishing just seconds before he caught the sound of footsteps down the hall. In an instant Tony had shifted himself so that he was able to watch as Spencer made his way into the room. One look at the tired expression on the kid's face and Tony had to fight not to scowl at him. Seriously, what was it with him and surrounding himself with these teenagers who seemed to think they had all the energy in the world? Tony knew what kind of energy output Spencer had during the daytime, even with a day off, and he knew just how much the kid ate to keep up with it. Just like he knew the same information for Peter.

Watching the boy shuffle in, Tony drawled out "Long night?"

Only those that knew him well would've recognized the edge to his words. The worry that put a hint of sharpness to them. Those that knew him well – or empaths.

Spencer flinched just a little and tipped his head so that he could look up through the bangs hanging down over his face. He did it a lot, Tony had noticed. Like it was habit. "Long enough," was the answer he finally gave. Despite his obvious nerves, Spencer stopped near the table and stood there for a moment, studying the two of them, before he spoke with that occasional bluntness that sometimes made Tony want to shake his head, though more often than not he appreciated it. "You're displeased with me. Because Peter and I went out last night?"

"I'm 'displeased' because I seem to be surrounded by kids who think it's cool to fight crime in pajamas," Tony shot right back.

He heard Jim's sigh and the low "Tony" that the man gave. He just chose to ignore it.

Surprisingly, Spencer didn't seem bothered by his words or his tone. "I wore what was available. I had no intention of going out there and fighting. Nor had I any other night that we went out."

"But you did it."

"I did," Spencer agreed. He crossed his arms over his chest, a clearly defensive posture, and yet lifted his chin a little at the same time. "For the most part I go out there to watch Peter in action. It's what he believes, anyways. But I can't in good conscience let him go out there without someone to watch his back. If he needs the backup – which he did last night – I'm going to be there to provide it for him. I won't apologize for it."

It was moments like that one that reminded Tony that this wasn't just an average teenager. That speech wasn't the one of a fumbling kid. It was the speech of an adult; one who had seen plenty and who was smart enough to be afraid of it while also not letting that fear rule them. Tony couldn't argue in the face of it. He just couldn't. How was he supposed to protest someone keeping an eye on Peter, having his back?

The suit, though – he couldn't just let that one go. "You're not gonna be much backup going out dressed the way you are."

One corner of Spencer's mouth quirked up just the slightest bit. "I provide plenty of backup, thank you. My powers are in no way directly related to my chosen outfit."

Jim openly laughed at that, the bastard. Though Tony found it kind of hard not to give in and smile. The words Spencer said might've sounded sincere to anyone else; to the people who'd been spending the last week with him, it wasn't hard to see the humor hidden under those words.

Once he smothered down his own smile, Tony shook his head. "Your powers might not be related to your clothes, but any sense of protection _is_. Why do you think I made Peter his outfit? It wasn't just to make a better fashion statement." This was the time to set aside jokes and get serious. What Tony had to say here was important. Right now Spencer was his responsibility; his problem. He wasn't going to try and keep the kid home, though the risk of exposure out there was huge and dangerous. But he was going to make damn sure that the kid was safe when he went out. "Look, I get it. You want to keep Peter safe and God knows I'm all for that. But you're gonna be no good to him if you can't even keep yourself safe. So, because I know you're too stubborn to drop this, I'm not going to fight you on it, Spencer. _However_ ," He tacked that last bit on when it was obvious that Spencer was going to try and speak. When he was sure the teen was going to stay quiet, Tony went on. "I'm not having you run around in a glorified Halloween costume. You want to go out, it's in a suit or not at all."

Spencer stopped any and all rocking or twitching that he'd been doing. He tilted his head enough that his bangs fell away from his face and he was staring right at Tony. One eyebrow arched up, and Tony swore he could see little crackles of electrical energy dancing through Spencer's eyes, something that was becoming more and more common. "You do realize you're not my actual parent, don't you? You can be concerned about my safety but you can't technically order me not to do something."

"You do realize you're a _minor_ who doesn't _technically exist_ , don't you?" Tony fired back. "Someone has to look out for you."

His blunt words had Jim snapping out a sharp "Tony!"

Neither Tony nor Spencer looked away from one another. They watched each other for a moment. Tony swore that Spencer was doing more than just looking at him. It was unnerving, having someone who could look at the emotions that he kept hidden under the surface. All the masks that Tony usually put on around people were pretty much useless around this guy. Spencer could just _feel it_.

Whatever he was feeling at the moment had him letting out a soft sigh that seemed to take his tension with it. "Okay."

Tension melted out of Tony, as well. He hadn't realized just how much he'd been braced for trouble. Not until Spencer agreed and Tony felt like he could relax again. "Okay." The two shared a look and a smile, one that left Tony feeling a lot more exposed than he was comfortable with. So of course, he reacted the only way he knew how.

He ran.

Coffee cup still in hand, he pushed himself up from the table, snagging the fruit that Jim had brought him earlier as he went. A bright smile was plastered on his face as he straightened up. "Well then! Considering I doubt we'll be able to get Peter to stop, I should probably get to work on this before tonight." Good thing he'd already semi started with some ideas and such this past week. Plus, he had some leftover things from when he'd been making Peter's suit, stuff that might be able to be easily manipulated into something different. "I'll send word when I've got something. Catch you kiddies later!" And with that, Tony was gone, leaving the others staring after his quick retreat.

* * *

Spencer couldn't help but feel a little bit guilty when Tony locked himself away in his workshop for the rest of the day. The idea that the man was in there doing something for him – something to keep Spencer safe – was a slightly weird one. One that he wasn't quite sure how he felt about. The gesture felt weird. Nice, but weird.

There were a few things to keep Spencer occupied during his day, at least. With as fast as Tony had ran away, he hadn't taken the time to explain to Spencer that Stephen was stopping by that afternoon. Jim took care of it for him, though. He explained to Spencer that Stephen had a few questions about the symbols that Spencer had copied down and he was going to come by and ask them after lunch. He tried to downplay it, really, making it seem like Stephen just wanted to confirm a few things. Spencer didn't call Jim out on the obvious sugarcoating.

By the time that Stephen showed up, Spencer's stomach was in knots, and he was more than a little anxious. FRIDAY had alerted him to Stephen's arrival and directed him where to go. As Spencer made his way there, arms full of the books he'd borrowed the last time they met, he found himself wishing that Peter were there with him. Or Tony. Both of their emotions were easier and more comfortable for Spencer to deal with. Being around them was just a bit easier than being around anyone else. Peter more so than Tony, though that could have something to do with how much time Spencer had spent with Peter first and how comfortable they were together. It was kind of surprising to find that he was getting there with Tony, too.

Something of Spencer's nerves must've showed as he let himself into the room where Stephen was waiting, because the man looked up at him and his expression softened into something almost gentle for one brief moment. "Good afternoon, Dr. Reid."

"Good afternoon, Dr. Strange." There was a subtle difference in the way that Spencer said that; one that he wondered if the other man noticed. From what Spencer had heard about this man, his 'superhero name' was Doctor Strange, but he was once also an actual doctor. One of the best. A degree like that, and that kind of reputation, took a lot of work. Spencer could at least honor that by giving the man his proper title of 'Dr. Strange'. "I brought back the books that you lent me last time you were here. Thank for allowing me to use them – I discovered quite a bit in there that was helpful."

Stephen sat at the head of the room's table, looking comfortable as he crossed one leg over the other and reclined back just the slightest bit. He smiled at Spencer's words and gave a small nod of his head while he watched Spencer set the books down on the table. "I can tell. Your shields are quite a bit stronger than the last time I saw you. They could still use some work, but they aren't as delicate as they were before."

Well thank God for that. Spencer wanted to sigh a little in relief. The last thing he wanted was to have to deal with the kind of overload that he'd dealt with back at Peter's place. Feeling everybody in the building and not being able to shut it off? No, thank you. Spencer could go the rest of his life without having to feel like that again.

Spencer took one of the other chairs once he'd set the books down. Curling one leg under himself, he folded his body down into the seat. Despite the worry that sat in his gut, he didn't back down from looking right at Stephen's face. "Colonel Rhodes said you wanted to speak with me about the notebooks I gave you."

"Indeed. I want to show you a few symbols from my books and see if there's a chance that they better match what you saw than the version that you drew in the notebooks." The older man sat forward and bent to scoop up books off the floor that Spencer hadn't noticed. The books that Spencer had brought were pushed to the side and the other ones were put on the table and spread out. As Stephen opened one book, he explained, "In magic, the size and shape of such symbols is extremely important. You can have two symbols that appear similar, only there are the slightest of variations that cause it to mean two separate things. A few of the symbols that you drew might be that way. I'm trying to discover if perhaps what you saw and what you drew are slightly different, or if it's simply a matter of different magic across different dimensions."

The idea of it was both confusing and fascinating. Magic wasn't something that Spencer had ever even considered might be real before he'd come here. To see it now, to touch these old books and look at the words written inside, all that ancient knowledge right there at his fingertips. Spencer had to fight to keep himself from flipping through the pages and trying to read more and more. This wasn't the time for him to indulge his need for knowledge.

Even so, it was easy for Spencer to lose himself in what he was doing. Though he didn't see it he surprised Stephen more than once with his attention to detail. When the older man asked him about the potential size of one of the symbols, it was easy for Spencer to call the memory forth and look at it. From that, he was able to make an estimate of size that he was pretty sure was accurate based off the relative size of things around him.

Eventually, Stephen finally had enough information. He closed up the last of the books and then opened up another of those portals, dropping all of his stuff off in what looked to be a library. He brought one book back out, which he passed over to Spencer. Then he let the portal close. "This book should help you improve your shields even more. I'm doing my best to be able to try and work through this magic as quickly as I can so that I can get you home, but I'd like to know that you're safe from your powers while I do so."

Spencer reached out and carefully took the old-looking book from him. "Thank you."

Smiling, Stephen nodded. His sharp eyes were watching Spencer's face, reading who-knew-what there. It made the young genius uncomfortable and he had to fight not to shift underneath that stare. Eventually, Stephen's smile grew a little. "I'd like to return within the next few days, if that's quite all right with you. I believe that, not only would the others around here benefit in learning how to put up a simple shield to block you from feeling them in emergencies, but you might also benefit from some lessons that are more hands-on than just looking at a book. Knowing the theory is all well and good – however, it's practice which makes us truly learn."

How would they practice him shielding? Spencer's mind immediately leapt to multiple different possibilities and not a one of them seemed all that pleasant. Yet, he couldn't deny the logic of the idea. He needed to know how to take care of himself.

He thought back to last night and fighting with Peter. How it'd felt when he'd had to step in to help Peter out and he'd been forced to fight, forced to go on the offensive. No one had prepared him for how it would feel to attack someone when you could feel the pain that came as a result. If Spencer had to be put in that position again, being able to better shield from it would do him good. It'd let him be able to help Peter for longer without feeling like his head was going to explode.

It was that thought that had Spencer nodding his agreement. "That would be great, Dr. Strange. Thank you."

"It's my pleasure, Dr. Reid."

* * *

After his meeting with Stephen, Spencer took his new book to his room and let himself shut out the world for a little bit as he curled up in his chair to read. It was fast becoming one of his favorite places to be. In his comfortable chair by the window, able to look up and watch the outside world, yet still warm and safe inside. He'd wrap a blanket around himself, tuck his feet up in the chair. Sometimes he'd open up his powers a little and let himself feel the pulse of the building around him. Feel FRIDAY all around him.

He was almost halfway through his book when FRIDAY reached out to him. She often reached to make a connection with him if she had the time instead of just speaking into the room around him. It'd gotten so that Spencer almost instinctively accepted her touch. " ** _Dr. Reid, Boss is requesting you come to his workshop if you've got the time. He's got something to show you._** "

" ** _Of course. Can you let him know I'll be there in a minute?_** "

After marking his page, Spencer set the book down on the table in front of him and then bent to slide his shoes back on his feet. Once they were on, he made his way out of the room. When he got to the elevator he was surprised to find that FRIDAY didn't take him in the usual direction. It would seem it wasn't Bruce's lab they were going to this time, or the more generic lab that others used. If what he remembered of Peter's descriptions were correct, he was being taken in the direction of Tony's personal lab, the one that very, _very_ few people got to see.

When he was finally brought to the correct floor, the doors opened up and Spencer made it out a step before he froze. If Bruce's lab had looked amazing – this… there were no words for this.

Spencer had studied a lot of things in college. He had degrees in chemistry and mathematics, which had helped him to feel so at home in Bruce's space. But the engineer in him, the one that had prompted him to tinker around enough to get his engineering degree, was immediately in love with the space he was in now and the machines and tools around him.

Though it was nothing compared to what he felt when one of the machines started to move towards him. Spencer's mouth dropped open a little as he listened to the excited beeps and he swore he could _feel_ its excitement as it raced towards him, another bot on its heels. These had to be the 'bots that Peter had told him about. Judging by the claw that was reaching forward, Spencer was guessing this one was Dum-E.

The whole reason for coming down here was forgotten as Spencer smiled brightly at the machine in front of him. He didn't hesitate to take a few steps forward and meet Dum-E halfway. As soon as he got close, he reached out for the claw that was reaching for him, and he clasped it the same that he would any other being. Dum-E chirped happily at him, making Spencer let out a low laugh. "Well hello to you, too!"

He laughed again as the claw slid up his arm and towards his head, ruffling against his hair. The energy he put off was nothing as complicated as, say, FRIDAY, but there was a presence to it, a sentience, that made it clear this was more than just a simple machine. The same for the other two that were moving to join them. In no time at all Spencer found himself surrounded by the three bots, all of them touching him in some way and beeping at him, the pulse of their energy running over his skin and making him laugh out loud. He'd been surrounded by children before while on the job and this reminded him a lot of that. Whereas FRIDAY had the mind and capabilities of most adults – more so, in a lot of ways, she was just so damn smart! – these guys definitely felt like children.

"All right, guys, all right. Calm down." Spencer laughed as one of the claws tugged at his shirt. He felt a small pulse of what might've been annoyance from one of them and he turned to look, taking just a second to parse through what he'd said and what he'd felt. "Oh. Oh! My apologies. Guys and girl?" He ran his hand over the arm extended towards him, and its – _her –_ chirping took on a much happier air. Spencer smiled at her. "I'm sorry, sweetheart."

"Well it looks like you're making friends."

Spencer looked up from the center of the piece of chaos he'd found himself in, and he grinned broadly at Tony. He had no idea how much that grin surprised the man. No one here had ever seen Spencer quite so open and relaxed as he was in that moment. Spencer held no shame or worry as he told Tony "They're fantastic! You have the most amazing children, Tony." The chirping and beeping increased rapidly and Spencer laughed again.

When he looked up he found that Tony was watching him with something on his face that was a whole lot softer than Spencer was used to seeing from him. Or, at least, not directed his way.

The man stepped forward and placed a hand on Dum-E, who instantly beeped at him and spun his way. Tony ducked back from the claw and shot a mock-scolding look at him. "Watch where you swing that thing, buddy. We've talked about that! You knock me out and you're getting the cap again, I swear it." A low, almost sad beep was his response. Spencer doubted he was supposed to notice the soothing way that Tony rubbed at Dum-E or how he offered him a gentle smile before nudging him away. "Go on and go make us something to drink, all of you. I'm sure Spencer's got better things to do than be pinched at by you guys. Go, go, get things together. You can play with him later."

It took a minute for Tony to finally usher everyone away. Spencer made sure to give them all individual goodbyes, smiling and touching each one of them as they moved away. Eventually he was left standing there with just Tony in front of him. The way the man was looking at him had Spencer wanting to stuff his hands down into his pockets or squirm a little.

"You treat them like they're real," Tony finally said.

That wasn't what Spencer was expecting to hear. He stopped the instinctive rocking that he'd been doing and tilted his head as he looked up and studied Tony's face. "Because… they are?" What was he supposed to do, act like they were furniture?

"Not many people realize that. They just see another machine."

Oh. Spencer supposed he could see that… sort of. Maybe it was his powers that made it different for him? "I just… I mean, they seemed real. And they _feel_ just as real as us, or FRIDAY. I can feel them; the power that runs them. But it's almost like, I don't know how to explain it. They _feel_."

Tony's eyebrows shot up. "You can feel their emotions?"

That was a simplistic explanation for something that felt far from simple in Spencer's head. "No – and yes, at the same time."

"That's wonderfully clear, kid."

"They feel, it just doesn't seem to be the same as humans feel." He wasn't quite sure how to explain it. How to break it down in a way that would make it make sense to someone else. "It's more… it's this weird combination of both my powers. Like their emotions are electronic based while at the same time they're still _real_. I don't know how to make that any clearer."

"No, no, it makes perfect sense," Tony said, watching him carefully. His expression had gentled again and for a moment he just watched Spencer. Then he shook his head as if to brush all those thoughts away before he turned and gestured with one hand for Spencer to follow him. "Come on. Fascinating as this is, it isn't the reason I called you down here. I want you to come over here and take a look at this. I had some old material left from when I was making up Peter's suit, and I tweaked it around a little bit until I came up with something that I thought might work for you. It's not perfect, not yet, but it should be able to help keep you safe for the time being."

Tony led Spencer further into the workshop. He didn't really give Spencer any time to marvel at the things around him. They made it to the center of the room and then Spencer found himself caught up in the suit hanging up on a stand with holograms all around it.

The suit was black, which Spencer was absurdly grateful for – he'd been worried, considering how _bright_ Peter's was and how bold Tony's suit was. The only color on it were jagged lines of dark blue that, upon closer inspection, resembled lightning. It even had a mask. An actual, full mask, just like Peter's did. Only, the shape of the eyes was different, more rounded and nowhere near as big as Peter's were, and instead of the white rimmed in black that Peter had, Spencer's were a dark blue that matched the lightning. The whole outfit had a sort of dark look to it that, surprisingly enough, appealed to the young genius.

As Spencer walked up to the suit, he heard Tony behind him, explaining some of the basics of it. "This is some of the strongest material around. It should help cushion any blows you get, as well as protect you from a multitude of things…"

Listening only with half an ear, Spencer reached out and let his fingers trail over the material. It was _soft_. That – he hadn't expected that. The whole thing felt so much softer than he'd anticipated. Which was _great_ because the thing was full bodied just like Peter's was. Kind of like a full body unitard. The legs stopped about at the ankles, but the sleeves didn't come with gloves like Peter's did, nor did it stop at his wrist. It actually came up to his palm, with a hole for his thumb to go. Spencer let his fingers ghost over that part, testing the pull of it and finding himself surprised at how flexible it was and yet how strong it felt.

He heard Tony move up beside him. The man had stopped his ramble about the material, seeming to realize that Spencer wasn't paying that much attention. "I wasn't sure how your energy works, if you need your hands open to the air or if your powers can go through the material."

"I haven't tested it yet," Spencer admitted.

"Well, until we do, I figured this was the safe way to go. It leaves your hands open for you to do your thing with while keeping your sleeves in place."

Spencer looked the whole suit over and couldn't help his amazement. Tony had done this in a day. One single day and he'd managed to make a super suit for Spencer to wear. "Tony, this is… this is amazing."

He felt Tony's pleasure at the words, as well as the way that he quickly dismissed it all. Those emotions were echoed in a lazy shrug. "No big deal. I had an afternoon free, and I figured it was probably a good idea to help make sure you don't end up dead before we get you back home."

Maybe it really was 'no big deal' to Tony. For all Spencer knew, making suits was common for him. He sure seemed to have plenty of practice at it, judging by how quickly he'd done it. But for Spencer, it was so much more than he'd expected, and the care that had been placed into it was clear. Without even thinking about it first, he found himself reaching out, his fingers brushing against Tony's arm. It surprised the older man enough that his head snapped to the side and his eyes went instantly to Spencer's face. Spencer bit the inside of his lip for a second as he stared up at him. "Thank you. It means a lot to me that you'd take the time out of your day to make something like this for me just because you were concerned for my safety. I really appreciate it, Tony."

This time Tony's pleasure was a whole lot stronger, though it was tinged in embarrassment. It was almost like he didn't quite know how to deal with someone showing him gratitude. That matched with what Spencer had observed of him so far; it also made him sad. No one should be so unsure with something as simple as gratitude.

He didn't call Tony on it when the other man drew back and clapped his hands together, clearly trying to brush past his obvious discomfort. "Right! Well," With one hand he waved at the suit. "You should probably try this on before we go any further. None of it's gonna do any good if it doesn't fit you. So, you go ahead and get it put on, and we'll do a few tests. U! Let's get some coffee going. Daddy's got some work to do!"

* * *

The suit fit like a dream. It was snug, almost like a second skin, and moved easily with him. Spencer was a whole lot more interested in what it was made of once he had it on. Unfortunately, the material Tony listed was something that Spencer didn't even know existed, which meant nothing for him for once he got back home.

Tony put him through quite a few tests to make sure that he was able to move around in it, as well as use his powers, and he talked him through the minimal features he'd put in there. "There wasn't a whole lot I could do. Considering your powers are electrical, there's too great a risk of you frying whatever I put in there. That said, I was able to get _some_ things in there. You have the same touch-activation that Peter does on your chest…" That was what Spencer had used to be able to get the suit on and off, tapping it to make the suit expand and retract, "…and there's a comm built into it that's similar to the one I made for Thor, so it's capable of withstanding his lightning without breaking. Though, he just calls it down from the sky, he doesn't actually generate it _in his body_. I'm not quite sure how much of a difference that's going to make."

That was… reassuring. Spencer vowed to keep from generating too much around his head if at all possible.

The mask itself was a marvel. Despite the dark lenses, Spencer was able to see surprisingly well. They filtered the light and took away the brighter edge to things that Spencer hadn't even realized was there. He hadn't realized just how much energy he was seeing around him until it was dulled down.

"If something happens and you manage to fry the suit, the lenses will default to clear. But if for some reason that doesn't work, you can pop them out." Here, he took a second to show Spencer the catch that released them, which required his hands just enough that he was confident they wouldn't be at risk of popping out on their own.

There were a few other things, such as the thin yet durable soles of the boots that came with the outfit, and the communication capabilities of the com that he should be able to access with his powers similar to how he reached out and connected with FRIDAY here. It was, as Tony put it "A pretty basic suit", but to Spencer it was perfect, and it was so much more than he'd expected.

They might've continued to test it and play around if Jim hadn't come into the workshop to interrupt them. Both men looked up as Jim came walking in. The other man smiled at the sight of them, giving Spencer a quick look-over. "Nice suit, man. It suits you." Then he turned to Tony and arched an eyebrow at the man. "Happy's downstairs pacing a hole in the floor. You were supposed to be out the door ten minutes ago."

Tony didn't seem the least bit perturbed by that reminder. He just waved a hand and continued to jot down the notes he'd been making. Spencer, however, cast a curious look Jim's way. One that he was surprised to have answered. "Tony's got a meeting bright and early tomorrow morning, so he's flying out tonight."

"Did I forget to mention that?" Tony asked, clicking a few more keys before closing his notes. He spun his chair so he could face Spencer. "I probably forgot to mention that. I've got a few things I can't put off. Accords business. I shouldn't be gone more than a few days. I'll be back no later than Thursday or Friday. Thursday, if I can manage it. Don't worry, though, Rhodey will stay here with you, keep you company, and you'll have my Brucie-bear, too."

Spencer understood, at least as well as he was able. He knew enough about Tony to know that the man owned and ran a business, even if a Pepper Potts seemed to be in charge of most things. The company was still Tony's. Not to mention, he was heavily involved in fixing the Accords. It made sense that he'd have to go now and again to take care of things. What was surprising was that he hadn't been called out already. "I'm sure we'll be fine, Tony. I'm sorry if my presence has kept you from your business."

Again, Tony waved a hand. He pushed up to his feet and started to close out the other projects he'd had open earlier when Spencer came in. "Don't worry about it. Trust me, boring stuff, all of it. Who wants to sit through these meetings?" Once everything was closed, he spun back towards Spencer again and lifted a hand, pointing a finger at him. "Now, I expect you to behave while I'm gone. Don't go out without the suit, and try not to get hurt or killed out there. If I get a call from Rhodey telling me that you or Peter were stupid and got yourselves hurt when I'm not here to pull you out of it, I'm going to be pissed when I come home."

It would've been frustrating to be talked down to like that, as if he really were a child, if he hadn't been able to feel the actual worry Tony felt at the idea of leaving. Because of that, Spencer kept his voice even and as reassuring as he could manage. "Absolutely, Tony."

"You boys can come down to the workshop to visit the bots if you want," Tony told him, moving to grab his coat from a nearby chair. "They'll probably like that. Just don't try and mess with anything in here. FRI will me know and I don't wanna have to have her lock the labs down. She's going to make sure you guys are okay and let me know if anything serious pops up."

There was no telling how long Tony might've gone on if Jim hadn't cut him off by laughing. "He'll be fine, Tone! You won't be, though, if you don't get outta here. Pepper will murder you if you're any later than you already are."

That seemed to be enough to motivate Tony. In a whirlwind of movement and words – "Be good! Seriously, though, don't die while I'm gone, really!" – Tony was gone from the workshop. Spencer stared at the closed elevator doors for a long moment. Eventually, he gave a small shake of his head.

Jim chuckled at him. "Yeah. You get used to that. He's a worrier."

"I've noticed." There was rarely a time that Tony wasn't worried about something. He'd relaxed quite a bit while working on the suit with Spencer, but the worry had still sat there at the back of his mind. It made Spencer wonder if there was anyone that took care of _him_ the way that he seemed to try and take care of everyone around him.

Spencer's thoughts were cut off when he heard Jim straighten up. "Come on, man. Let's get out of here. I think it's time Uncle Jim showed you how to have a little fun."

"Uncle Jim?"

"Considering the dad-routine that Tony just pulled?" With a laugh, Jim clapped his hand on Spencer's shoulder. "Welcome to the family, kid. Try not to let your brother talk you into too much trouble this weekend."

He was still laughing as he walked away, leaving Spencer standing there, gaping after him.


	15. Chapter 15

Peter found it all hilarious when Spencer told him about it later. The two were out on patrol, which was really an excuse for Spencer to fully test out this new suit, and they'd stopped off at a rooftop to get a bite to eat and talk. With their masks rolled up to their noses, the two were happily eating some hot dogs that Peter had grabbed for them. While they ate, Spencer explained what Tony had told him about the suit, as well as the whole scenario at the end.

"Yeah, welcome to Tony Stark, man," Peter said, grinning before taking a bite of his hot dog. He only half-chewed it before he spoke again, making Spencer wince a bit. "He's a whole lot nicer than the world likes to make him out to be, and he's got a soft spot for kids."

It was on the tip of Spencer's tongue to point out – _yet again_ – that he wasn't actually a kid. Just barely did he manage to hold back. Whether or not he was a kid didn't really matter. The fact was, he looked like one, and that was probably enough for anyone. Spencer sighed and picked up the next hotdog. "Yes, well, Jim seemed to find it all hilarious. He's been calling himself Uncle Jim all evening, and he shouted out to be 'be good with your brother, now!' when I left tonight."

That last part Spencer had mainly said just because he knew the pleasure Peter would get out of it. Sure enough, he felt the boy's happiness, and he got to enjoy the way his cheeks tinted under the edge of his mask.

Any other conversation was cut off then when Peter's head suddenly snapped up. Spencer went still and waited as Peter listened to whatever it was that only he could hear. In the next second the teen was shoving the last of his hotdog in his mouth and climbing to his feet while pulling his mask down. "Are you ready to really test out that suit?"

"What do we have?" Spencer asked, pushing to stand up as well while rolling his mask back down. There was a readiness in his body that wouldn't have been there weeks ago. A sort of comfort in what they were about to do that Spencer was continuously surprised by.

What they apparently had was a rather violent mugging. One that the two of them happily broke up. Once the woman was safe and the mugger was webbed up – and Peter's AI, Karen, had made a call to the police for him – the two teens moved on.

It was a pretty routine night for them. Something that made Spencer want to laugh, really. Since when had all this become _routine_? Following Peter through the city, watching, helping. More and more lately he found himself unable to just sit back and watch. He had to help. He had to do _something_. It wasn't quite the same as the work he did back home; it felt good, though. Helping people had always been something that Spencer wanted to do. Something he _needed_ to do. Doing patrols with Peter gave him that.

The night was going pretty well, too. Right up until they came across a group of men terrorizing a young boy.

The things that Spencer had seen out here with Peter had made him angry plenty of times; how could they not? Muggings, attempted rapes, violent attacks – there was so much _violence_. But this? This was different.

It was Spencer who sensed the problem first this time. He didn't hear it, the way that Peter did, or catch sight of something weird. No – he _felt_ it. They were flying past one of the emptier, rougher parts of the city, when Spencer was almost knocked off his board by a wave of absolute terror. The only thing that helped him keep his feet was the grip he kept from the board to his feet. Spencer was thankful for it as he forced himself to come to a rather rapid stop, jerking him in place. His eyes were already scanning the area around him in the hopes of finding whatever had felt like that.

He heard Peter's webs as the teen swung back towards him. A second later, the board dipped a little with Peter's landing, and then one of his hands was on Spencer's shoulder. "What is it?"

The terror grew stronger and Spencer's heart started to pound harder and harder in his chest in a familiar flash of ' _run, run, run!'_ that could flood a body. Flight or fight, and flight had definitely been triggered.

Spencer focused on it as best he could, battling to keep them separate enough for him to function. Then, with no warning to Peter, he shot off in the direction of that terror. The closer they got, the better able he was to feel it, and the better he could direct them.

They were most of the way to the ground when Peter must've been able to hear something to go with it. He tensed even more against Spencer's back and got that familiar blend of sadness and anger that he always got at violence.

What they found when they got close made Spencer seethe. There were _at least_ twelve different men, all looking to be between the ages of nineteen and twenty-five, at the most, and all dressed in gang colors. A group of tough guys looking to cause some sort of trouble. They'd found that trouble in the shape of one young boy, who looked no more than nine. The boy was pressed up against the alley wall, a plastic bag in one hand and another bag ripped apart on the ground. These _adults_ were actually laughing as they sifted through the groceries this kid had obviously been bringing home. Someone was even opening up the juice to drink it!

More than anything else, though, Spencer's attention narrowed in on the weapon in one of their hands, the knife. Even as he noticed it, he heard Karen telling Peter "I detect at least ten different guns and multiple knives. Would you like me to call for backup?"

"No, Karen," Peter said quickly. "We got this."

Yes, they did. Spencer pushed his platform faster so that the two tore through the alley in a flash of light right above all their heads. He felt Peter jump off halfway and knew the other teen would be going to the wall to give himself the best vantage point. That was fine. Spencer focused on what he was doing, turning himself around at the end of the alley. He was satisfied to see that they'd managed to catch everyone's attention. The men were all looking up as Spencer shot forward until he was right over top of them. Then, just above their heads, he let the platform vanish and dropped.

The guys startled back, just like Spencer had hoped, letting Spencer land right in front of the boy. Immediately, he shifted his stance into a defensive one, putting himself right between them and the kid. "Hasn't anyone told you it's not nice to pick on kids?" Spencer asked them. On the inside, he tried not to groan. Dammit, he'd been spending too much time with Peter! For some reason the other teen couldn't help his sass and the need to be a smart-ass when around bad guys. It would seem that trait was rubbing off on Spencer. Then again, Spencer's unfiltered mouth had often been what got him in trouble back when he'd actually been a teenager.

One of the men at the front of the group recovered before the others. He took a step forward, and the others let him. Clearly he was the leader of this little group, then. Though not a smart one. The very first thing he said was "Get outta here, freak. This don't concern you."

"I don't know," Peter called out, climbing down the wall just enough to become visible. "Group of thugs, picking on kids. Call me crazy but I tend to get unhappy when I come across things like that."

There were a few murmured whispers of 'Spiderman!' that had Spencer wanting to roll his eyes a little. It never failed to amaze him when they came across people that were actually scared of Spiderman. Spencer couldn't understand it. Maybe it had something to do with the fact that he knew the kid inside, had seen him half asleep and about as scary as a box of puppies.

More than the fear a few felt, though, there was _anger_ , and there was a sick sort of glee that had Spencer's stomach churning. These guys were spoiling for a fight. They weren't going to let them out of here without it. Before that happened, Spencer had to make sure the kid got out of here. They couldn't let him get caught in the middle of this.

"You really think we're scared of a couple'a kids?" he heard one of the guys ask.

It wasn't Peter's voice that answered, though. "If you had any brains, you would be." A new voice chimed in. Spencer shifted his weight, automatically moving to protect the boy at his back, even as his eyes darted upwards. He found someone standing on a nearby fire escape… holding a _bow and arrow_? The man was tall, blond, and was smirking at the assholes he had his arrow aimed at. "Something tells me you guys aren't exactly heavy in the brains department, though. So, if you're not scared of them, you should at least be scared of _me_."

Above Spencer's head, he heard Peter breathe out " _Hawkeye_ "

Oh, so _that's_ who that was. Spencer logged that little bit of information away for later. For the moment, he focused mainly on backing up a step, getting the boy more firmly behind him.

Hawkeye's grin was easily visible as he held his position, never once letting his arrow waver. "Now, what's it gonna be, guys? We gonna end this peacefully, let everyone walk home, or am I gonna get the chance to have a little fun?"

"Dude," One of the guys drawled out, one of the younger ones. "I'm not taking on three superheroes over some stupid kid."

It wasn't going to be that easy, though. Spencer could see it. He didn't need his empathy to tell him that the leader's pride had been injured, here. There was no way he was going to just back down. Spencer could see it and he knew what was going to happen before anyone opened their mouths. In seconds, this was going to get a whole lot more dangerous, and there was no time for Spencer to waste. He spun himself around and grabbed the startled boy, lifting him up towards Peter with a sharp "Get him out of here!" that Peter responded to immediately. The wall-crawler caught hold of the boy with one arm and then they were gone in one quick swing out of the alley.

That seemed to be the last straw for the group. In the next instant there were more than a few voices shouting and Spencer turned back in just enough time to see someone coming at him with a knife.

Someone who quickly jerked back when an arrow hit their shoulder.

If Spencer had had a moment, he would've let this Hawkeye know that he didn't need his help. As it was, Spencer didn't have time to focus on him. He was too busy pushing himself forward and flinging out one arm, sending a carefully controlled blast of energy towards the first half of the group. It hit the ground in front of them and sent them flying backwards towards the mouth of the alley. With the power crackling inside him, it was easy for Spencer to make the jump up, to catch himself on the wall much like Peter did and cling for one brief moment before using that wall as a springboard to leap over the heads of the rest of the group. He landed with only a small wobble on the other side of them, at the end of the alley. Then he spun towards them and lifted his hands, letting both of them glow. "You've got one last chance to run," He told them, voice flat.

The threat might not have been enough if it wasn't backed by a guy who'd already proved he had no issue firing off his arrows. Peter's return only helped matters along. He slung his way into the alley and landed up on the fire escape near Hawkeye. Perched in his typical squat on the railing, he stared down at them and snorted. "You guys are still here? Really?"

Spencer breathed a sigh of relief when the group finally broke away. Stupid though they might've been, they apparently weren't _that_ stupid. Thank God.

As soon as they were out of sight, Spencer dropped the power he'd been holding and he let his body slump. A headache had already started to build from just how hard he'd fought to keep up his shields and his stomach was twisting from the fear that he'd unintentionally absorbed. He was grateful when Peter dropped down to stand beside him and put a hand on his shoulder. The teen's touch helped Spencer ground himself.

By the time that Hawkeye joined them on the ground, Spencer had himself under control at least a little bit.

Peter turned to look at the guy as soon as he was standing with them. His excitement and awe was easy for Spencer to feel. They were practically radiating out from him. It was a wonder Peter wasn't vibrating from it all. "You're _Hawkeye_ ," Peter said with awe. "What're you doing here? I didn't know you were back in town! I mean, not that you're not welcome in town or something like that. I didn't mean _that_. I just meant…"

"He just meant that, the last we knew you were a fugitive," Spencer finished for him.

He ignored Peter's scandalized " _Hey!_ " and kept his focus on the man that was now grinning at them. "Used to be," the guy said. "Not anymore. I'm cleared of all charges, so I'm finally free to come back. I got back to the Compound just a few hours ago."

The Compound? This guy was staying at the Compound? Peter and Spencer exchanged looks, even though they both still had their masks on. It was Peter who turned back to the archer to hesitantly ask, "Aren't you… Team Cap?"

His words had Hawkeye snorting. "Team Cap? Shit. No, kid, I'm not 'Team Cap'. Not anymore, at least."

Spencer tilted his head a little as he studied the man. There was something about him, something about his emotions… Spencer deliberately reached out, trying to ignore the pounding of his head and the way the hotdogs he'd eaten earlier were threatening to reappear. When he finally got a cautious feel of the man's emotions, something in him clicked. Something he hadn't even realized he was registering until just this moment. "You've been following us."

The guy looked a little impressed. "You're good. Most people don't usually notice me."

"I'm not most people," Spencer said simply.

Lines built around the guy's eyes as he grinned at them. "I'm getting that. Well, Stark did warn me you two would be interesting."

"You're…" Peter paused, as if he couldn't quite believe what he was about to say. "Are you like, _babysitting us_?"

"More like, keeping an eye on things. You know how Stark is – he worries. Without him there to be backup if something goes wrong, he just wanted to make sure you guys were gonna be okay."

That wasn't near as surprising as it probably should've been. Spencer could feel that Peter was offended by it, though. He was offended by anything that might paint him as weak or incapable. Especially when it came to Tony. It was too important for Peter to impress the man. He didn't want to end up disappointing him somehow. Because he knew that, Spencer made himself lean just a bit to the right, enough that he could brush his and Peter's arms together. A silent appeal to keep calm. Then, Spencer lifted his head enough to look at Hawkeye once more. "We're fine, thank you. And thank you for your help." They could've gotten the boy out on their own, he knew, but it'd gone easier and faster with extra backup.

Hawkeye grinned at him. "No problem. Been a while since I got to shoot at something other than a plain target."

"So you're just gonna follow us all night?" Peter asked him. He still didn't sound too happy about it. When Hawkeye just shrugged, that unhappiness grew.

Spencer, however, found himself a bit contemplative. While he understood the need to offer them backup, he wasn't exactly pleased about being followed.

An idea came to him and his lips curved up underneath the mask. "All right," Without moving, Spencer gathered his energy into the platform below his and Peter's feet. Peter was too used to it to flinch. He just adjusted himself and brought his hands up to rest on Spencer's shoulders. Judging by the amusement he was now feeling, he'd guessed what Spencer was planning here. The look that was growing on Hawkeye's face suggested that he was realizing it too. Spencer grinned big enough he knew it'd be noticeable even through the mask. "I hope you can keep up, Hawkeye."

Without hesitation, he sent them off into the sky.

* * *

Spencer half expected to find Hawkeye – Clint, he'd learned his name was – there at breakfast the next morning. When he walked in and found just Bruce there waiting for him, he was surprised. It must've showed on his face because Bruce smiled up at him. "He's not here. I imagine he's down having breakfast with his family."

Yawning widely, Spencer stumbled a little towards the coffee pot. There were countless questions that were in his head. All of them could wait, though. He went through the motions of preparing himself a cup of coffee and adding just enough creamer to the first cup that he could down most of it in just a few swallows without burning his tongue. The next cup, he prepared better, with less creamer. Once he had it cradled in his hands he turned around to lean back against the counter and look at Bruce. The older man was watching him and shaking his head. "It disturbs me when you do that."

"I'm sorry. I'm a bit tired this morning," Spencer explained. Usually, he wouldn't chug down a mug that quickly. For one, the amount of creamer or milk it took to cool it off that much made it too sweet even for him. For two, he liked to savor his coffee. The only time he drank it that fast was when he really needed the caffeine and he couldn't get a mocha or an espresso.

Concern had Bruce's brows drawing down and his smile wiping away. "Are you all right?"

Spencer did his best to give a reassuring smile. "I'm fine, Bruce. Don't worry. I just didn't sleep well last night, that's all." It happened once in a while when the memories in his head were stronger than the urge to sleep. Last night's adventure with the kid had brought quite a few of those kinds of memories to the forefront. Spencer knew what it was like to be a young kid out in the middle of the night bringing home groceries. He knew how it felt to try and get food for your family because the adults wouldn't or couldn't, and to have to find time to do it when you weren't in school or being watched. Night was usually the easiest time. It ran its own risks, though.

For a moment it looked like Bruce was going to push it. Then he nodded. His emotions made it clear he was still worried, but he was letting it go for now.

Thankful, Spencer smiled at him. Then he steered the conversation back around to what they'd originally been talking about. "You said that Clint was eating with his family? I wasn't aware we had anyone else here, let alone an entire family." Or even that Clint _had_ a family. That hadn't been in the information Peter had told him.

Bruce took the topic change with stride. He stirred the oatmeal he was eating while nodding his head at Spencer. "Yeah. Tony put in a few houses back in the wooded area. Close enough to be on the property and for backup to easily get there if need be, but far enough away to hopefully keep them safe if something happens. Clint's stuff arrived the day before yesterday, and he spent yesterday moving everything in. He's got a wife and three kids, and he wanted them close."

"They don't mind being here?"

"From my understanding, Laura – Clint's wife – insisted on it. She's… surprisingly supportive. You'll understand once you meet her."

Spencer gave a small hum that wasn't agreement or disagreement. Lifting his cup up, he took a sip off his coffee. Something occurred to him and looked up quickly. "Does he…?"

"Know about you?" Bruce filled in. "Yes. Tony filled him in before he got here. At least, the basics. With him living here, he felt that it was only fair Clint knew what he was stepping into."

It made sense. Spencer wasn't annoyed by it, despite how Bruce was watching him like he was worried he might be. If anything he was a little bit relieved. The man was going to be around a bit, from the sounds of it, and Spencer hadn't fancied the idea of trying to pretend to be a kid. He wasn't even sure that he'd know how. Knowing that he wasn't going to have to try was definitely a relief. It was one he didn't have long to think on, though.

Using his fork to point, Bruce gestured towards the fridge. "There's a breakfast plate made up in there for you. If I were you, I'd hurry up and eat if you don't want to be late."

Late? Oh! Oh, _crap_. Today was the day that Jim wanted him down for training somewhat early so they could go through some warmups, a few new forms, and then Peter was supposed to show up so that the two teens could use one another as sparring practice, with Jim watching on the sidelines. Man, Spencer was _not_ looking forward to this.

Bruce just gave him a sympathetic smile as Spencer hurried to get his breakfast.

* * *

The training session didn't go anywhere near as badly as Spencer had thought it might. He was actually just a little bit proud of himself. Peter already had a bit of training, plus things that he'd learned on the fly, so he wasn't an _easy_ sparring partner. Yet, Spencer had managed to hold his own. As he'd reminded them afterwards, "Just because the Bureau had to make exceptions to allow me out into the field doesn't mean that I have _no_ training. One of my friends took it upon himself to try and show me at least _some_ things." Not to mention all the experience he had at running from people who wanted to hurt him, or evading trouble.

Peter seemed to have enjoyed the hell out of it. He went home for the afternoon, but when the two met up that evening on a rooftop in Queens to start their patrol, the young teen was still bouncing with the energy from it. "It was a blast!" he told Spencer with a grin that was visible through the mask.

Though Spencer rolled his eyes, he was also smiling. "I'm glad you enjoyed yourself."

"Oh, yeah! Totally! I mean, not only do we get a chance to spar and learn from the _Avengers_ , we get to learn how to fight together. Do you realize how great that's going to be for when we're out here? We'll know how to fight with one another, how the other one's gonna move. We'll be like, like Hawkeye and Black Widow! They have a seriously scary understanding of each other. Mr. Stark likes to say they have a telepathic bond or something like that."

Amusement had Spencer's smile growing bigger. He shifted his weight back onto his right foot just enough that he could turn his body. At the same time, he raised his voice just a little as he said "Why don't you ask him yourself? I'm sure he won't mind answering." Then, just because he could, he turned to look in the direction that he felt Clint hiding. "Isn't that right, Mr. Barton? Or is it Agent? I confess, I'm not quite sure."

There was a brief pause and then it was like Clint appeared out of nowhere on the roof across from them. One second the roof was empty and the next the man was stepping out from the shadows. Spencer reached out with his powers and laid a bridge of energy between the two rooftops. He was surprised that Clint didn't even hesitate to hop up on it and walk across. He was grinning the whole way. "How'd you know I was there?" Instead of being offended by the idea that he'd been caught, he just seemed curious and… maybe a bit, pouty? That wasn't a word Spencer would've typically applied to a grown man, and yet, it seemed to oddly fit.

"You should work on your empathic shields," Spencer said dryly. "By my understanding, Dr. Strange is planning on coming by on the weekend. He'll be there to help train me, but he's also going to show you all how to shield yourselves."

"Cool." Peter and Clint said at the same time.

Spencer looked back and forth between the two and shook his head. "I assume you're going to follow us again tonight?" he asked Clint. At the smirk it got him, he sighed. "Of course you are. Do you plan on fumbling across rooftops again, or would you like a ride?" At least that way Spencer would always know where the guy was at.

He suggested it mostly so that he'd have a way to watch him. What he hadn't expected was for Clint to look so excited by the idea. "Seriously?" The archer asked, grin wide.

Spencer arched an eyebrow behind his mask, despite knowing that the other man wouldn't be able to see it. He had to fight back the urge to sigh. Of course he was going to be excited by the idea. Of _course_.

In lieu of answering with words, Spencer called up his platform and hopped up there. The way the suit moved with him, how easily it flowed through his movements without ever once catching or tugging or anything like that, was something Spencer still couldn't quite get over. He'd marvel at it later, though. Right at that moment he needed to focus on making sure there was enough space behind him for Clint to ride along.

Much to his surprise, the archer didn't hop up and stand behind him like most everyone else did. Instead, he chose to do like Peter did on occasion. After a brief look at the platform, he braced one hand and twisted himself as he hopped, ending up sitting on the back end of it with his legs dangling down. He pulled is bow off and held it in his lap and then twisted himself so he could look up at Spencer. "This all right?"

Spencer stared down at him a moment longer. Before he could stop himself, he blurted out "You're like a giant child." Immediately afterwards, he felt his cheeks turn red, and he tried to stammer out an apology, only to get cut off by Clint and Peter both laughing at him. "Stark warned me you could get lippy," Clint said with amusement.

"Oh man, you've got no idea!" Peter chimed in. "Sometimes…"

Oh, no, there was no way they were going to get into this. Spencer didn't give Peter a chance to finish what that 'sometimes…' was going to turn into. With a little twist of his energy to make sure that Clint didn't go flying off, Spencer wasted no time in sending his board flying off into the air, much to Clint's surprise and Peter's amusement.

After just a few seconds Clint let out a laugh and a _Whoop!_ Hearing it, Spencer shook his head. Something told him it was going to be a long night.

* * *

He wasn't wrong. The night was long, though it was entertaining. Clint Barton proved to be a rather interesting companion to patrol with. Between Peter's babbling, stammering excitement at patrolling with an _Avenger_ , watching him try to act older than he really was, and Clint's easy going – albeit rather snarky – attitude and his ready acceptance of everything, there wasn't really a dull moment between them. Clint spent their traveling time on the back of Spencer's board and he wasn't exactly quiet about it. He had no issues trying to chat with Spencer throughout the trip. Even when Spencer was less than forthcoming with his answers.

By the time that he flew himself and Clint back to the Compound – after a brief stop to make sure that Peter got home – it was close to two a.m. and Spencer was more than ready to get some sleep. He'd actually had to use his powers a few times during the night and the young genius was more than ready to get some sleep.

When they reached the main building, Spencer was hard pressed to yawn as he brought them to a stop.

Clint hopped down easily. Without looking the least bit exhausted, he turned himself so he could look up at Spencer, slinging his bow onto his back as he did. "Thanks for the ride, kid. And for letting me tag along." Half his mouth quirked up into an amused half-smirk. "Definitely made my job easier."

"It was smarter to bring you with us and be able to account for you from the start than have to worry about an unknown variable all night long." Spencer's answer seemed to amuse him for some reason. One that the teen very much didn't want to spend time trying to figure out. With a small wave, he called out "Goodnight, Mr. Barton," and then turned his board to head for his room.

As was becoming normal, FRIDAY opened the window for him as soon as he reached it. "Good morning, Dr. Reid," she greeted him as he flew in. "Was it a good night?"

Spencer let go of his board and let his feet drop down to the floor. He was tired – more tired than he'd realized. "You don't have to pretend that you weren't watching us as well, FRIDAY." Finally giving in to his yawn, Spencer brought one hand up to rub at his eyes. Lord, he needed to move, or he was going to crash right here. On sluggish legs he made his way to the bathroom to start to prepare for bed. It didn't bother him to hear FRIDAY continue to speak as he did. It was strange, the things once could get used to.

"Boss always has me watching the Spiderling," FRIDAY said.

"Mm hm." Spencer didn't call her on anything else, and she didn't volunteer anything. They both knew that she'd kept a close eye on things from the instant that Tony had left. It would seem the man's protectiveness was more than Spencer had anticipated. Though, really, he should've realized. It was clear to anyone who spent any time around the two that Tony cared a lot about Peter. The father-son dynamic between them was occasionally stilted, a bit unsure, but strong. Of course Tony would want others watching out for Peter while he was gone.

Spencer pushed all those thoughts to the back of his mind when he finally made his way to bed. When he collapsed onto it and drew the covers up over him, it took everything he had not to moan happily. His body was so _tired_ tonight. He tried to remember if he'd eaten dinner or not, or how much, only to have the thought drift away as he headed towards sleep.

* * *

Getting up was a slow and reluctant process. FRIDAY, bless her, made sure to start waking him up with plenty of time for him to slowly drag himself out of bed and towards the shower. She seemed to have anticipated just how difficult it was going to be to get Spencer out of bed and built an extra cushion of time in, too, because he knew he dawdled as he got ready and yet he still managed to be right on schedule by the time he was done getting dressed.

The shower didn't wake him up anywhere near as much as he'd hoped it would. What he needed was _coffee_.

FRIDAY didn't seem to agree with him. "You need food, Little Doc. You only ate half your recommended dietary requirements yesterday and your body is low on energy."

The new nickname had Spencer looking up curiously towards one of the cameras. He didn't comment on it, though. Instead, he simply said, "I'll grab something, FRIDAY. Don't worry."

She didn't say anything, but the feel of her energy gave a pulse that Spencer couldn't help but think of as disapproval. He tried to ignore it as he left his room and made his way down the hall.

The first thing Spencer saw when he reached the kitchen was Peter, which was no real surprise. It was any wonder May got to see the teen at all with as often as he seemed to be over here. That would change once he was in school Spencer knew, but for now, Peter was frequently making himself at home here.

Peter had just jumped up to sit on the counter, and…Spencer was surprised to see that Tony was standing right next to him making coffee and glaring at him. The engineer lifted one hand to point a finger at Peter as he told him, "That's where food goes, Charlotte. Not your backside."

Huh. Blinking a few times, Spencer stared at the scene in front of him. When had Tony gotten back? Wasn't he supposed to be gone for another day or two? Or had he remembered that wrong? Furrowing his brow, Spencer tried to think on it, only to have his train of thought interrupted when Peter caught sight of him. The teen was practically beaming as he called out "Morning, Spencer!"

Any thoughts of questions were wiped from Spencer's mind. He couldn't help the small scowl that twisted his features, though it would've irritated him to realize that the other two would've referred to it as a pout, not a scowl. How was it that Peter was so damn cheerful so early in the morning? More to the point – _why_ was he up so early? By all rights he probably be just as tired as Spencer was, if not more so. Their patrols took a lot more physical energy for Peter to complete than they did for Spencer. Not only did Peter spend the time physically swinging from one place to the next, he was also the one to do the majority of the fighting. Spencer was starting to get a little more involved each time, but he still spent a bit of time just sitting back and watching Peter work, only stepping in if needed.

"Ignore him." Tony's words had Spencer's attention shifting. He looked over to see that the older man had moved to the fridge and was pulling out some sort of large covered platter. It tipped dangerously for a second, since Tony seemed insistent on doing it one handed – his coffee cup still in his other hand – but he righted it easily and moved to set it down on the bar. "Come on it and eat, Tesla. I hear you've been skimping out on your diet – you're lucky Bruce hasn't come after you for it."

Peter's eyes widened and he nodded in agreement. "Dude, he's intense about food. Seriously. Like, he's all sweet and nice, breaking it down for you so you can understand what you need and all that, but oh _man,_ he gets cranky if he finds out you're not getting enough. I think he might've actually _growled_ at me."

Snorting, Tony shook his head. He cast Peter an amused look before turning back to the tray to remove the lid from it. Underneath, there was a motley of food. Fruit, yogurt, what looked to be hard-boiled eggs, a few pastries, some coffee cake, sticky buns, and little jars of jams. "Only you would be scared of _Dr. Banner_ and not his green alter ego. You're ridiculous, kid. Now get your butt off my counter and get over here and eat. You too," a finger came up to point at Spencer, as if he thought Spencer was going to try and slip away for some reason. "Get over here and eat."

Spencer felt a little off kilter. He was still tired and he hadn't had any coffee yet; his brain wasn't exactly working at its best. That was the only explanation he had for why he just stood there, staring at Tony, before blurting out "You're back."

"Brilliant deduction, Sherlock." Tony said dryly. He made another gesture towards the food. "Go. Eat."

There wasn't really anything to do except to go and take a seat at the bar. Peter sat down with him and the two both reached out to grab something. It wasn't as good as coffee, but Spencer knew he needed to eat at least something.

Tony gave a firm nod when he saw them both start to eat. Then he turned away from them for a moment. "So, I imagine you two have some questions for me."

The two teens exchanged a brief look. Spencer popped a bit of fruit into his mouth and gave a half shrug, tilting his head towards Tony. He was leaving it open for Peter to ask what he wanted to know here. Peter glared back at him; it was clear he didn't want to have to be the one to ask questions here. Most likely because he was worried about pressing anything on this topic. Spencer had heard Peter talk plenty of items about the Accords and how much the whole Civil War had hurt Tony. There was no way Peter was going to want to ask questions that might hurt Tony even more.

That meant that it was going to be up to Spencer to get the answers. He rubbed his clean hand over his face and wished he was more awake for this. "A few," he finally settled on saying. "It was… a bit of a surprise to find out who our babysitter was." That was about as diplomatic as Spencer was going to be able to put it right now.

When Tony turned back around, he had two mugs in his hands. One he set in front of Peter – judging by a quick look, it was hot chocolate – and the other one was set in front of Spencer. As soon as the scent of coffee hit his nose, Spencer practically fell on the mug, curling both hands around it and making a happy sound as he brought it up to his lips. Tony smiled at him, amusement warm and easy to feel, and Peter shook his head.

The amusement faded out of the air and a new tension took its place. One that wasn't anywhere near as strong as Spencer had expected it to be. There was peace in there as well. Whatever this story was, it didn't bother Tony as much as they'd feared. He'd made his peace with it. He was even, Spencer might say, a little _happy._ "So, you guys probably both know that Clint was on Cap's side during our little… skirmish." He waited for both their nods before he continued, taking just a second to turn and pick his own mug of coffee back up. "He got a hold of me pretty quickly after everything. Seems Team Cap didn't get all the information when they signed up for things."

Spencer snorted quietly. Surprise, surprise, the leader of what was essentially a _war_ didn't tell his soldiers everything they were fighting for. That wasn't exactly shocking.

One corner of Tony's mouth twisted down a little in a hint of annoyance. "Not that Hawkass wasn't a complete _imbecile_ for not asking more questions and, oh, I don't know, taking the time to find out _what the fuck was going on_." Tony paused and took a deep breath, blowing it back out before he continued on in a calmer voice. "Point is, he realized they were wrong, got the facts, and I smuggled him into the states until I could get things fixed. He's been cleared of all charges and he's signed the Accords. Once that was out of the way, I got his family out here, and we're all one big happy family."

Once more, Peter and Spencer shared a look. This time it was Peter who spoke up, hesitantly asking, "So he wasn't… he's not against them?"

It wasn't Tony who answered him. "Nope!" Clint said, startling two out of the three of them as he walked into the room. Only Spencer looked up calmly; he'd sensed the archer coming. Only a faint twitch of his lips gave away Clint's amusement at surprising them. The emotion came through loud and clear, though. Making his way towards the coffee pot, Clint calmly told them, "I worked a lifetime for SHIELD. I'm used to answering to someone for the things I do. Pretty much my entire career was being told where and when to go and what to do once I got there. I also had bosses I was held accountable to if shit went south. The Accords are pretty much the same thing, just on a grander scale."

"Where was that mindset earlier?" Spencer asked him.

If the question bothered Clint, he didn't show it, though both Peter and Tony tensed. The archer turned around after having gotten his cup of coffee and he faced Spencer head on, not ducking away at all. "Like I said, I spent a long time following orders. The kind of orders that you have to trust your boss to have made the right call with. This time, I just happened to place my trust in the wrong guy." The emotions that swirled around in Clint at that had Spencer feeling sick in sympathy. There was clear guilt, as well as the kind of pain that went deep, and so much heartache and regret. Those were things that couldn't be faked. That kind of emotion was real.

Peter and Spencer exchanged looks. The sincerity in Clint's tone was obvious to Peter, but he also knew Spencer would be able to read the whole thing better and was trying to get his opinion. At Peter's questioning look, Spencer gave a small nod and a little twitch of his shoulder. They could trust his words; for now. He'd have to earn more than that. Which meant that they were going to have to give the opportunity to do so. They were going to have to be nice and allow him close enough to prove to them that he meant what he said here and he'd really had a change of heart. However, before they did that – Peter flicked his gaze over to Tony and then back to Spencer, arching his eyebrow just a little and pushing out a questioning, protective sensation that had Spencer's lips twitching. He gave a small nod.

The two turned back to look at Clint at the same time. He and Tony were both watching them; the silent conversation hadn't gone unnoticed. Neither teen let it bother them. Peter lifted his mug and stared over the top of it at Clint. "If Mr. Stark trusts you, then we'll trust you too." He said, voice easy. In that same easy tone he added on "But if you ever hurt Tony again, I'm going to wrap you up in enough webs you're never going to get free, and I'm going to hang you off the Brooklyn Bridge."

The fact that Peter felt comfortable enough to make that threat – that he wasn't batting an eye at letting this man know just who he really was – was something Spencer made a mental note to ask him about later.

For the moment, Spencer smiled at Clint as Tony spluttered in the background. "And then _I'm_ going to have a lot of fun testing the conductivity of Peter's webbing and its viability as a protection against electroshock."

"Peter! Spencer!" Tony looked torn between horrified and, maybe a tiny bit pleased, Spencer would guess.

Holding out one hand to cut Tony off, Clint looked from one boy to the next. There was a respect and understanding in his eyes as he gave them each a firm nod. "I hurt him, an I won't even fight you on it."

"Then we've got an understanding." Spencer said. He gave one last smile before he pushed up to his feet, coffee mug still in hand. He brushed his arm lightly over Peter as he moved, drawing the teen's attention. "Come on, Peter. We need to get downstairs before Jim gets there. The last thing I want is to run laps because we were late."

Peter bounced up off his chair and managed to not even spill a drop of his coffee as he did. "Oh, man, that's right. We've got our rematch today! You that eager to get thrown into the mats again, Spencer?"

"Your arrogance is appalling." Spencer said, rolling his eyes.

The two left the room, still bickering with one another as they went. Clint and Tony both stared after them. There was no way Clint could keep back his smile. He turned back to Tony, eyes crinkling from how wide his smile was. It only grew wider when he caught sight of the embarrassed way that Tony was looking down at his mug and avoiding Clint's eyes. Unable to resist, Clint smirked at him. "You know, for a guy who said he'd never have kids… you've got some pretty amazing ones right there, _Mr. Stark_."

The fact that Tony didn't even deny it, just grumbled out "Shut up" as he ducked down to his mug a little more, only served to make Clint laugh.


	16. Chapter 16

It felt better than Clint had expected to once more be standing inside the training room at the Compound. Strange, but good. The last time he'd been here had been when the team needed an extra hand to go after a Hydra group and they'd called Clint in for some assistance. Laura had sent him out with the warning to not come back for a week, and the mission had been done in just a weekend, so it'd left Clint some time to hang out with his friends. They'd had a lot of fun, laughing and training and just hanging out together. They'd stood in this training room and sparred together, placing bets on who would win each fight, or how long each one of them would stand up against Nat.

Clint forced himself to shake off those memories. That wasn't how things were anymore. Most of their team was gone, hiding out in Wakanda, and what was left… his eyes drifted over to Tony, who stood with Spencer, Peter, and Jim. The genius was smiling in a way that Clint hadn't seen since, well, since they lived at Stark Tower. Towards the end of their time there, when everyone was comfortable, when they were all pretty happy. Tony had smiled like that at them. He'd smiled and he'd meant it, lighting up even his eyes. How had they not noticed when it stopped?

But, he was doing it now as he looked down at the two teens with open fondness. There were no masks; just an honest affection that reminded Clint so much of how he looked at his own children. It was there, bright and strong, as Tony laughed at something Peter said and clapped him on the shoulder. And it was there to a smaller degree, new and still growing, when he turned that smile Spencer's direction.

This Civil War had taken away most of Tony's family. Yet somehow, he managed to find himself a new one. A better one. One that Clint realized he was lucky enough to be invited in to.

He didn't think about the soft look that might be on his face from watching them. Not until Tony finally made his way over to join Clint on the sidelines while the two teens followed Jim's directions to square off. When Tony got close, he cast a curious look Clint's way. Then his nose wrinkled up. "Gross. No being sentimental in the training room."

Clint's soft smile stretched wider. "Afraid of getting a little _feelings_ on your macho here, Stark?"

"Remind me again why I let you in here?"

"I'm just that adorable," Clint said easily. "And because you want me to train your kids."

It took everything Clint had not to laugh at the way his words made Tony splutter. The genius turned to him, hands waving and his expressions _hilarious_ as he tried to deny it. "Would you quit calling them my kids – they're not _mine_. I think I'd know if I had kids, Birdbrain. No, no, no, no, no, you're the only Dad on this team. I'd make a _terrible_ parent!"

The worst part was, he honestly believed that. Clint snorted and shook his head. "Just keep telling yourself that."

As Tony continued to protest, Clint turned his focus to the fight that had just started. Already he was looking them over and analyzing the way that they moved. He'd taught a few classes for SHIELD now and again. Being an instructor wasn't anything new to him. Hell, he'd even made sure to teach his kids a thing or two. So this wasn't new to him. He watched with a practiced eye as the kids sparred together.

"They're not bad," he told Tony, cutting off whatever he'd been saying. Tilting his head, Clint watched as Peter dropped down and spun a leg out. He was fast enough that he got Spencer and sent him tumbling. However, Spencer didn't stay on the ground for long. He went with the momentum of the fall and rolled away from Peter until he could shove back up to his feet. Nice. "Neither one of them are. With a little refinement, they'd be a hell of a threat."

"Peter's been doing this a while. Best as I've been able to tell, he's mostly self-taught."

Yeah, he could see that. The kid was all instinct and reflexes. It looked like he knew a few moves, but they were still new to him, still something he had to think about.

On the opposite end, Spencer was quite different. A lot of the moves looked like something he knew, he just… Clint watched his face carefully. He didn't seem comfortable doing them. Or confident. Like he didn't quite trust that his body was going to be able to do it. There was something else there, though. Something that he wasn't quite sure of. The archer watched Spencer's face closely as he and Peter came together again. As Spencer swung at Peter… there! Clint took in the look on his face and it all clicked into place. _Shit_.

He snuck a look over at Tony. This probably wasn't going to go over well. "Spencer… you said he's an empath, right?"

Tony nodded his head. "Yeah. Why?"

Yeah, that's what he thought. Damn. Clint looked back out at the two. Now that he was watching for it, it was so much easier to see. "How good is his shielding?"

"Better on some days than others. _Why_?" Tony's attention was fully on Clint now. He obviously realized that the archer had noticed something.

Clint tilted his head and watched as Spencer delivered another blow. Yet again, he caught the little wince as he did, the miniscule break in Spencer's stride. "Look – watch him when he connects a hit." It didn't take long for Spencer to do it again. When he did, Clint pointed. "There, in his face. You see?"

There was a brief pause before Tony let out a long, low stream of curses that Clint found kind of impressive. "How did we not notice this?"

"I doubt he wanted you to know."

Now that they knew, though, there was no way of unseeing it. They watched as Spencer landed a blow to Peter's thigh, and it looked like Spencer winced more than Peter did.

"More likely he didn't think it was worth mentioning." Tony grumbled. "Idiot. Finding out there's something wrong with him is like pulling teeth. He's worse than Peter is!"

Now if that wasn't the pot calling the kettle black. Clint looked over at Tony and arched an eyebrow at the man. "Guess he'll fit right in around here then, won't he?"

It was kind of rewarding to watch the hint of color that touched at Tony's cheeks before he managed to chase it away. "Shut up." Before Clint could say anything, Tony rushed on. "How the hell do we stop it? If he's feeling the pain he causes people while fighting, it's no wonder he's not usually happy to spar. There's got to be some way we can help him learn how to block it out."

"Didn't you say Strange was coming by today to help him work on his shields?"

"Yeah. He was gonna come work with the kid for a few hours and then spend some time with the rest of us to teach us how to shield, so if he ever gets overloaded we'll know how to keep from hurting him."

Clint nodded his head. That sounded like a smart plan. It was definitely something he was going to sit in on. Especially if he was going to train these boys. Because he wasn't going to keep them fighting each other, not right now. No, they were going to spar against him for a while. Knowing how to keep Spencer from feeling what he felt would be helpful. "It sounds like you're already doing your best to help, then. That's all any of us can do."

The both of them turned to watch once more as the teens came together again. They'd both hit the mats more than a few times so far, but it looked like Peter was finally starting to get the advantage. Or, at least, it looked that way. One second he was reaching out for Spencer, and the next, the smaller teen caught hold of Peter's wrist and twisted it, spinning his arm at the same time that he managed to catch his legs. Clint was impressed as he watched the two hit the mats. Peter ended up on his stomach, both wrists drawn high up his back and one knee between his shoulders.

Then, in a move that practically _screamed_ cop, Spencer actually reached one hand backwards as if to grab a pair of handcuffs.

Clint had to laugh at that. Especially when Spencer let Peter up and Peter immediately spun to him and exclaimed "Dude! You've got to show me how you did that!"

Amusement had Clint looking to Tony, who was grinning at the teens. "Are they always like this?"

"You've got no idea," Tony answered, chuckling a little. He had that happy look on his face again. Whatever else came from this whole situation, there was no denying that these boys were good for the engineer. "Wait until you see their final fight."

It took a little while before their final fight. First, the boys had a few more simple rounds of sparring, with Jim correcting them here and there when they made mistakes, or showing them how to improve on something. Clint and Tony ended up leaning against the wall to watch the two as they went through what Tony said was a typical morning for them. Occasionally, Jim had them freeze so he could step in and show them what they were doing wrong. He'd move Peter's body, adjusting an arm or a leg into the right position, though it didn't escape Clint's notice that he didn't touch Spencer at all, not even hovering his hands over him.

Eventually, their sparring was done, and Clint felt it as Tony started to pay more attention beside him. It had Clint paying a bit more attention, too.

"All right, wait until I clear the floor, and then you two know the rules here," Jim told them.

The two squared off in the middle of the room and waited until Jim reached the spot where Clint and Tony were. Once he was settled, the man yelled out "Go!"

What came next had Clint's full attention. Peter and Spencer started to spar again – only this time, they both used their powers.

Clint had to admit he was impressed. It never got old, seeing all these powers that people had. Especially when he knew those powers were on his side and not against him. Over the past couple nights he'd gotten a chance to see the two fight in various scenarios; nothing like this, though. Here, they weren't holding back. This was actual exercise for the both of them. And it was kind of awesome.

Peter was great on his webs. They gave him an extra sense of grace that easily translated over into his moves. He was quicker, more on-point, and seemed to be dodging Spencer's moves in an instinctive way that shouldn't have been possible, yet was. He had no issues with going up into the air to escape a move – and neither did Spencer.

The energy board that Spencer used on patrol didn't show up like Clint expected it to when Peter took to the ceiling. Instead, he watched as Spencer flung a hand up and sent a ball of energy flying Peter's way. He must've been using low powered ones or something because they hit the ceiling and didn't explode. They did, however, make Peter jump backwards, slowly moving out of the way. It took a minute for Clint to realize that Spencer wasn't just throwing randomly – he was herding Peter somewhere.

Peter seemed to realize it too.

One minute he was dodging backwards, avoiding Spencer's blasts, and the next second he stunned the room completely by webbing off to the side and darting _around_ a blast.

He made it around the first.

He didn't make it around the second.

Clint watched as the energy blast hit Peter right on his hip. He'd expected it to do nothing, the same as it seemed to do when it hit the ceiling. Only, when it hit Peter and the teen reacted, Clint realized that those blasts hadn't been doing 'nothing' to the ceiling. They'd been electrifying it. Safely dispersing the energy without harming Peter.

Spencer's cry echoed out just seconds before the blast connected with Peter. Everyone watched as the jolt hit Peter and the boy's whole body jerked like he was being electrocuted. Tony was swearing and shooting forward, and Clint found himself moving as well, as if they could do _something_ , only Spencer was moving even faster. He was on his board in a flash so fast they barely even saw it. Clint blinked and Spencer was racing up through the air to catch Peter even as he started to fall. The two bodies collided and Spencer spun them in a low arc once he had him, absorbing the momentum of their fall before bringing Peter down towards the ground.

The adults had just reached the two when Spencer let his platform drop away. His hands were already quickly running over Peter's body.

"I'm all right, Spencer, I'm fine," Peter was saying. He looked up as Tony dropped down beside them, his own hands joining in Spencer's. "Mr. Stark! Really, guys, I'm okay!"

Jim came to a stop at Clint's side and the two looked down, not quite sure what to do here. Not that they should've worried. Spencer and Tony had that well in hand. Even as Tony was pulling off Peter's mask and reaching up to check his eyes, Spencer was sitting back on his haunches and actually glaring at the other teen. "What were you thinking, Peter?"

"That's what I'd like to know," Tony said sharply. He let go of Peter's face and sat back enough that he could fold his arms over his chest and add in his own glare.

It said a lot about Peter that he didn't quail under those twin looks of anger. In fact, Clint was kind of impressed. The kid actually rolled his eyes at them while he pushed himself to sit upright. "Would you two chill out? I knew you were herding me back for something and I thought I could make it forward to dart around it. I miscalculated, that's all. I mean, isn't this what training is for? To try stuff out and figure out what works and what doesn't while we're here, instead of out there?"

"Kid," A pained look crossed Tony's face. He couldn't argue Peter's words. They were the truth. The whole point of training them was for them to try things out, to learn how to think of their feet and how to make their moves count. Calculated risks were a part of that. Peter had tried something he'd thought would work and he'd miscalculated. Next time he'd know better, or at least be able to calculate better.

Spencer had gone completely still at Peter's words. His eyes were closed and he took a deep, visible breath. When he spoke again, his voice was the kind of controlled calm that took a lot of practice to perfect. "You're absolutely right, Peter. I apologize for my temper." Without giving anyone a chance to say anything, Spencer planted his hands on his knees and pushed up to his feet. He had opened his eyes again but he didn't look at any of them as he said, "I hate to cut this short, but there are a few things I need to accomplish before Stephen arrives for our lessons. If you'll excuse me."

Even without running, Spencer managed to make it out of there before anyone could even think to stop him. Clint watched the doors close behind him and winced a little in sympathy.

When he looked back down, he found that Peter was wincing, too. "Oh, _crap_. He only gets that cold science-guy voice when he's _really_ upset." Peter flopped back on the floor dramatically. "I hate when he gets upset with me."

"I'm sure he's not upset with you, Pete," Jim tried to reassure him.

Peter groaned and shook his head. "No, he is. He totally is. He just doesn't… he doesn't like to show it. Like he's, I don't know, not allowed to or something? Like it's a big deal if he yells or whatever. When he gets upset with people, he just sorta goes quiet and his words get bigger and his tone gets this weird, cold, detached kinda sound, y'know what I mean? It's what he does if I get hurt, or if I do something in patrols he thinks is stupid or whatever, and it's the worst thing _ever_."

That actually… Clint wanted to wince again. He caught Tony's eye and the two shared a brief look. Both of them caught more to Peter's words than the teen probably realized. To Peter, what Spencer did was just something frustrating. To them, it meant more. They understood the motivations that could be behind reactions like that, and none of them were really that good. _'Like he's, I don't know, not allowed to or something?'_ Those words painted a picture that wasn't pretty.

Tony turned his head back to Peter and pasted on a smile that very few people knew how to see through. He reached out and pat Peter's chest in commiseration. "There, there, kid. I'm sure you'll survive his super-politeness for a little while till he calms down. He's not exactly the type to hold a grudge. Just, maybe next time try not to get smacked by taser balls, hm?"

It took no time at all for the three adults to get Peter relaxed again and distracted from worry about his friend. Once they were sure he wasn't really hurt, that the ball of energy had just shocked him, it wasn't hard to distract him with a bit more training. Though, thoughts of their missing teen weren't far from the minds of any of the adults. For the moment, however, they'd give him privacy and let him work through things on his own. There'd be time enough to talk about it later.

* * *

None of them had any idea how wrong they were. There wasn't time to talk about it later, or about much of anything. They'd barely wrapped up Peter's lessons and were just getting ready to head for lunch when the alarm sounded through the whole Compound. FRIDAY's voice came next, easily heard over the alarms. "Boss, the Avengers are being officially called in to assist in some trouble downtown."

Forgetting momentarily about the teen at his side, Tony focused his full attention on what was going on. "Cancel the alarm, FRI, and lay it out for me. What's going on?"

When Tony lifted his arm, a hologram began to play above his watch, clean for everyone to see. The video showed a section of downtown Manhattan that was currently under attack by robots. "Are they thinking Doom?" Tony asked, watching as the video showed more of the robots sailing past. They didn't seem to be organized in anything. They looked like, well, like they were attacking simply to cause chaos and mass destruction. Doom usually had some sort of plan, even if it wasn't always understood. You could at least tell there was a plan.

"I don't think so," Clint leaned in and took a closer look. He lifted a finger and pointed at one of the robots that went flying past. "That's not like anything I've seen. Doom's usually pretty recognizable. These look different."

"Whatever they are, we need to get out there before people end up hurt," Jim said firmly.

It was true. Any of the long-distance scans that FRIDAY might run could be done while they were on their way. The rest, Tony was going to have to be there to do. There was no point in standing here and talking while those were out there attacking. Tony lowered his wrist and the hologram vanished as he straightened up and took charge in a way that had become normal, yet no less awkward, ever since their numbers had dwindled so low. "All right, Hawkeye, why don't you run ahead and get the jet together? FRIDAY, let Brucie know we might need him, but we're not sure. Better he comes along just in case."

"I'll get my suit, grab Vision, and meet you at the jet," Jim said.

Tony nodded, already turning himself to head towards his workshop to get his own suit. He didn't think anything about the teen that had been in the room with him. Not until he was halfway down the hall and he realized that Peter was following him. As the two got into the elevator, Tony turned to look at him and firmly told him "No." No way. There was absolutely no way he was letting Peter come with them!

"I can help!" Peter insisted immediately.

Tony was already shaking his head. "Not today. I don't have time to explain why. I just need you to stay here, Peter. Go find Spencer, make sure he knows that he's supposed to stay here, too." Later, he could take the time to explain to them why he had to sideline them and hopefully they'd understand. Having Peter randomly be on scene was one thing; having him show up with the Avengers to an Avengers sanctioned mission would only bring the kind of attention to the teen that Tony had been trying to avoid. Right now, Peter was at least slightly protected under some of the local vigilante laws and restrictions. If he joined in with a fight with the Avengers, arrived on scene _with_ them, he might be considered an Avenger and therefore fall under jurisdiction of the Accords. That was the last thing they needed to have happen.

Before Tony could get too lost in thought or Peter could start to protest, FRIDAY spoke up. "Boss…"

Tony looked up sharply, alerted by something hesitant in FRIDAY's voice. She very rarely displayed such human emotion in her voice. It was something that she'd been doing more and more lately, something he was proud and thrilled by. But hearing the hesitance now was enough to have him freezing in his tracks. "What is it, FRI?"

There was a short pause before she answered him. When she did, Tony swore he felt his stomach drop. "Dr. Reid is already on the scene."

"Son of a bitch!" Tony ignored Peter completely now and, once the elevator doors opened, started to stride quickly towards his workshop. He needed to be in the armor, now! "What the hell is he doing there, FRI?"

"After this morning's training session he got a message from May and the two went to meet up for coffee. When the attack started. He got May to safety and then hurried to start getting civilians to safety."

"Aunt May's there?" Peter demanded, sounding a whole lot more frantic than before.

Tony resisted the urge to reach out and comfort the teen. From the sounds of it, May was fine. It was their missing member they needed to worry about at the moment. A member who was going to get one hell of a talking to later for _leaving_ without letting someone know! "Is he using his powers?"

That was the last thing they needed. The kid out there openly using his powers where anyone could see his face. It'd bring the kind of attention that they definitely did _not_ need right now.

Luckily, it looked like someone was at least smiling down on them. "He is, Boss, but he's got his suit. He brought it with him when he went out, just in case."

Thank God for small favors. At least Spencer's identity would be protected. So long as they could manage that, they might make it out of this okay. The kid was already on scene before the Avengers got called in; he wouldn't be considered 'with' them. It'd look like they were joining up with him to keep things safe, not like he was a part of the team. That should keep him from getting too much attention. Or, it could all blow up in their faces. There was no way to tell right now.

Tony hurried into his suit. His need to get to the scene was even stronger. Worrying about his identity aside, Spencer wasn't used to these kinds of fights. The most he'd done was fight with Peter on patrol at night and that wasn't anything like this. Not on this scale. He wouldn't know what he was getting into. The kid would likely get himself hurt trying to help people. It was just the kind of person he was.

Once the suit was on and online, Tony looked over to Peter, who was almost vibrating with his need to suit up and go right along with them. Tony knew how hard it was to be stuck behind. He and Peter had argued plenty of times about the types of fights that the teen could be in; if it were up to Tony, he wouldn't be in any at all. But they both knew that wasn't going to happen. So, for the most part, they'd worked out an understanding. One that Tony hoped would still hold up now, even with the worry for Spencer and May that Peter was feeling. "Stay here," Tony told him, his voice sure and strong. It didn't betray any of his own fears. "If things get rough and we need backup, be ready to be called in."

That was part of their agreement. If Tony ever sidelined him, it had to be with the understanding that he'd call for backup if necessary. If things got tough, he could call for Peter to come in and lend a hand, and with Peter arriving after them it usually covered them enough that it looked like Spiderman just trying to join in, not that Spiderman was an Avenger.

Peter looked like he'd swallowed something sour. Still, he nodded his head jerkily, the only agreement he could manage at the moment, and Tony made a mental note to spend some time with him later, just the two of them, and see if he could cool him off.

For now, Tony took his suit to the nearest exit and then set off into the air. They had a city to protect and a teenager to save.

* * *

When the Avengers arrived on scene there were plenty of robots flying around as well as quite a bit of destruction that they'd caused. At the same time, Tony took note that there were very few civilians left at all in the area. He'd seen the police perimeter that had been set up and he hoped it'd be enough to keep them back, at least somewhat.

They'd already laid out their best plan on the flight out here. It was a strange thing, planning for these battles. Where once it would've been Steve calling out orders and looking for the best plan, now it was more of a collaboration. The team as a whole gave their input and decided where their skills were best needed, with input from the others, until they had a plan together. It was strange, and different, and yet sometimes Tony couldn't help but like it. Other times, if he found himself missing a steady voice in his ear, the presence of someone he knew could come up with a plan on the fly and who would help keep them all protected, well, no one but him had to know. They could function without Steve Rogers. They could! It wasn't easy, but Tony would keep the team safe. They didn't need Steve for that.

Speaking of keeping the team safe – as Tony hit the scene, Jim and Vision not far behind him, and Clint being carried in by Jim while Bruce stayed back at the jet just in case, the engineer scanned the area around him for what had become a rather familiar electrical signature. It didn't take him long to find it.

What he found made his stomach clench. Spencer was on the ground, a shield up to block the blasts of the robots in front of him, while a family cowered behind him.

"I got eyes on our missing brat." Tony told the others. He altered his course, leaving them to fan out as they'd planned. When he got close to Spencer he sent a repulsor blast right at the robots in front of the kid, blasting them backwards. Two more shots took them out entirely.

When he landed next to the ground, Spencer had already turned to the family and told them "Run, right over that way just like I told you. Go!"

Tony waited until the family had moved a little away before he told Spencer, "You're in so much trouble, small fry." Even as he spoke he let his eyes run over the lean lines of Spencer's body in a quick medical check. FRIDAY was trying to scan him, but it was no surprise it wasn't working. Spencer was holding on to his powers at the moment and that tended to scramble any scans they tried to run.

Though Tony wouldn't admit it out loud, the kid looked kind of impressive at the moment. He was mostly black with just those dark lines of blue to break it up. But his power – oh, his power showed clearly. It glowed over his hands in arcs of blue electrical energy that looked almost _alive_. It wrapped round his hands, twisting and twirling and _sparking_ , even going so far as to twine up his arms almost to his elbows.

"We can discuss your anger later," Spencer said, not the least bit fazed by Tony's tone, it would seem. "Right now, I've counted fifty-seven of these robots that are still active. I've already taken out thirteen. Let Hawkeye know they've got a vulnerable spot in their left shoulder joint that should be easy for him to reach."

" _Got it,_ " Clint answered.

It would've been amusing at any other time to see the way that Spencer startled. He obviously hadn't realized that Tony had activated his comm as soon as he'd landed by him. The kid was wired in with them now. They'd be able to keep track of him a whole lot better this way.

Still, Spencer adapted surprisingly quickly, barely even missing a beat at the archer's surprise voice in his ear. He straightened himself up – though Tony noted he was holding himself a bit crooked, his posture not quite right, and shit, _shit_ , he knew the signs of someone trying to cover up that they were injured! – and then he was the one to surprise them all as he said "I'm not a warrior and I don't know how to fight like this. I've never been trained for this. What I can do is sweep for any last civilians and try and get them out. Unless you ask for me, I'll stay out of the way."

"Well," That hadn't been what Tony was expecting. He'd expected… something more like Peter. The insistence that he could do this, that he was going to help. It was what Tony was used to. Spencer, however, was throwing that all on its head, and calmly insisting that he'd stay out of the way while sticking to the things he knew he could do. "Sounds good to me. Stay low and try to keep out of the way, and don't be afraid to shout for help if you need it."

" _I've got eyes on some people over here, Volt._ " Clint said. " _Two blocks to the left, top floor of the grey building full of windows. Looks like a law firm or something. There's at least twelve bodies I'm seeing."_

Spencer didn't waste any time. He was on his platform in the next breath and moving in the direction that Clint had sent him. It went against the grain for Tony to just let him go. He wanted nothing more than to call him back here, or follow after him. Protect him. That wasn't his job, though. His job was to stop the robots and protect the city. He reminded himself again and again that Spencer was actually an adult and fully capable of taking care of himself. Hell, with his electrical powers, he was probably better suited to protection or fighting here than the rest of them.

Turning his focus back to the fight, and trying to ignore the worry that still sat so heavy inside him, Tony once more took to the air. He tried to force his voice as close to his normal teasing as possible as he asked, "Volt? Did you just call him _Volt_? What kind of nickname is that, Legalos!"

" _I didn't hear you coming up with anything better,_ " Clint shot back.

" _I don't know,_ " Jim chimed in. " _I kinda like it. Suits him, don't you think?"_

A few blasts took out the robots that Tony went flying past. He made sure to aim for the area that Spencer had suggested, and he was pleased to see it blasted the things apart nicely. Awesome. "I'm sure we could've come up with something at least a bit more creative."

There was a snort of amusement in his ear that he knew came from Clint. Sure enough, " _Yeah, cause we know how creative you are,_ Iron Man _._ "

"Hey! I resent your implications, bird boy. I'm very creative when I wanna be!"

This time it wasn't a snort he heard, it was a sigh, and it didn't come from Clint. " _Do you all usually talk this much during your missions?_ " Spencer asked them. There was a strange sound from his end and then they could all hear as his voice shifted into something a whole lot softer and gentler, and much more professional. Something that made it absolutely clear this wasn't the first time he'd talked down panicked civilians. " _Hey there, it's okay. I'm not here to hurt you. I'm here to help get you out. But to do that, I need you to stay quiet and listen to me. Can you do that_?" There was a short pause and then Spencer was back. " _Good. Keep your heads down, stay away from the windows, and follow me_."

" _You're good at that, Volt._ " Jim complimented him.

Tony took out a few more of the robots that were higher up in the air and then set off towards where Clint was. There was one creeping up behind him that Tony blasted away, earning him a grin and a thumbs-up from his teammate.

" _Yeah, well, I'm trying to project as much calm as possible. It seems to be helping,_ " Spencer's voice was a low murmur, obviously pitched for them alone.

His meaning wasn't lost on them, either. Tony mentally swore at himself for not thinking about it before this. "How you holding up there, kid? And no bullshit. You're no good to anyone if you crash and we don't know enough in advance to be able to help."

" _Oh that's rich, coming from you,_ " Jim said as he snorted. Tony just ignored it and focused on the voice that mattered at the moment.

" _I haven't thrown up yet,_ " Spencer said dryly. " _You'll be the first to know if that happens to change._ "

After that there wasn't really much time for them to talk. They were all doing their best to take out robot after robot. If it weren't for the destruction and danger to those around them, Tony would've said that it felt almost _good_ to be back out here, to be doing something good. Having his team in his ear, working with them to take down their latest 'big bad'. Tony hadn't realized how much he'd missed this.

At some point Spencer must've found all the random civilians because a flash of light blasted past Tony's face and he turned his head in just enough time to see Spencer go sailing past on his energy board, in just enough time to take out a couple robots that had been trying to creep up on Vision.

" _Damn you all and your ability to fly._ " Clint grumbled at them.

" _Need a lift, Hawkeye?"_

Spencer's question had Clint letting out a quick " _Hell yeah_!" that made Tony want to laugh. Not even a minute later he watched as Spencer went sailing past with Clint sitting on the back of his board, firing off arrow after arrow. The sight was more amusing than it probably should've been. The whole fight seemed to be going pretty damn well.

That should've been his first clue.

Tony was making another sweep through the air to try and get some of the last remaining stragglers, and maybe grab one of them so he could take it back and take a look at it, figure out who made these things, when Spencer's panicked voice came over the comms. He was swearing, something that Tony hadn't ever heard him do. " _Shit, shit, shit! Iron Man, War Machine, you need to get the hell out of here, now!_ "

" _What's going on?_ " Jim demanded.

For thirteen seconds, Spencer's comms were sickeningly quiet. No breathing, no _anything_ , and Tony swore his stomach dropped. He absolutely refused to think the worst. Still, there was no denying the flash of relief when Spencer came back suddenly, all noise returning with him. " _I found one of the robots near me, and it's set to self-destruct. When it goes, if I'm reading this right, it's going to release an EMP burst. I have no idea what size it'll be. You need to get your suits and yourselves out of here, as well as anyone else close enough, and do your best to try and prepare. Get on the ground so you don't fall. I'm going to see if I can disable this, but there's no guarantees._ "

"Disable… kid, get the hell outta there!" Tony snapped. He was already following Spencer's orders, already making his way to the ground, because the last thing he wanted was to fall from the sky in this damn suit, but he wasn't leaving. "FRIDAY, track his location. Tell me where the hell he's at."

" _FRIDAY, don't_ ," Spencer said immediately. " _There's not enough time. Don't let him close._ "

FRIDAY's voice was apologetic as she said "Sorry, Boss, but he's scrambling his signal. I can't find him."

There was a soft sound of movement above Tony and he looked up just as Vision started to land beside him, bringing Clint with him. Tony paid them no mind. His eyes were scanning around him, trying to find something, _anything_ , that might lead him to the kid. "Dammit, kid! Where the hell are you? You need to get out of there!"

" _This isn't the first bomb I've had to disable. Though it'd go a lot easier if you weren't shouting in my ear as I tried to do it,_ " Spencer told him in a voice that was too calm, too even. Not even seconds after that, there was another low " _shit_ " and then silence again.

"Did he just mute us?" Clint asked. He, too, was scanning the area, and there was enough open concern on his face to make it clear how much he'd come to care about the teens he'd watched over the past couple days.

It took too damn long for Spencer's voice to come back. When it did, it was tight and just a bit tense. " _I think I've managed to cut off the EMP, but the bomb itself is still set to go. Make sure no one crosses the police perimeter. I might be able to contain this here and minimize the potential damage to the surrounding area, but it's still best to keep to a safe distance._ "

"Don't do anything stupid, Spencer. If you can't take it out, then get the hell out of there!" Tony snapped. His whole body seemed to be frozen, his stomach clenching with the kind of fear that he could've lived his life without ever feeling again. The same kind of fear that had gripped him time and time again when he'd watched videos of Peter's fights, or when he'd heard the details of what went down with Toomes. The need to go out there, to find the kid that he felt responsible for and protect them, keep them safe, it was so strong Tony was almost vibrating with it. "Get out, Spencer. Get out!"

There was another quiet pause before Spencer spoke again. " _I'm sorry, Tony. I can't. I can't risk the damage this could do if I don't at least try._ "

"Spencer!"

His cry was drowned out by a great rumble that seemed to echo through the sky. The ground shook under them, and they all watched in horror as a building just three blocks away blasted outward, sending debris flying, before the rest of it began to crumble. Tony watched it and swore he felt his heart actually stop for one brief moment. All he could do was stare as his mind repeated, over and over, _Spencer was in there._

It wasn't until Vision darted forward to catch a large piece of building that was flying at them that Tony finally snapped out of it. His heart felt like it started again and the world rushed back in a cacophony of noise. People were screaming, debris was still falling, the ground shook, and it sounded like Jim was shouting over the comms at them. None of it mattered. Tony fired up his repulsors and wasted no time in getting into the air. There was no way in hell he was waiting around for first responders to get through. Spencer was in there, and dammit, Tony was going to find him. He was going to find him, _alive_ , and bring him back, and then he was going to spend at _least_ an hour yelling at him for pulling such a damn stupid stunt. Then he was going to ground him to his room. Adult or not, he was in a kid's body, and it was Tony's building. He was going to put that kid on lockdown!

First, though, he had to get in there and find him. _Dammit, kid, you better be okay. Please, please be okay._


	17. Chapter 17

Somewhere nearby there was a sound, a familiar sound, that slowly broke through the haze of unconsciousness on Spencer's mind. He knew that sound, had heard it so many times before when waking up. Too many times. A low, steady beeping. One that was steadily increasing the more that Spencer fought his way out of unconsciousness. The more alert he became, the more aware of his surroundings, the more that began to register with him until finally, a word floated up in his consciousness. _Hospital._ He was in a hospital.

Unfortunately, the more that he became alert, the more he became aware of something else he'd much rather not – _pain_.

At first it was just his head. God, he had a headache! That felt like it should be important, like it should mean something to him – _wishing, praying, please be okay, I'm so sorry Peter, so sorry Tony, can't let them be hurt, can't let anyone be hurt, throwing energy into his shield, gotta contain it –_ but it was getting so much stronger and Spencer couldn't think past it.

He flung his eyes open and gasped as something sharp and hot flashed through his body. There was barely time for him to even take note of the white all around him that verified that, yes, this _was_ a hospital, before that flash of pain was back, stronger this time. It poured into him and Spencer was helpless to make it stop. Like a switch was flipped, he went from just the ache of his head to any agony unlike anything he'd ever known.

Everything was on fire. The whole world, it felt like it was burning around him, inside of him, and he wanted to scream only he couldn't find his voice. He couldn't find anything beyond the pain. Just the burning. Like acid no his skin and inside his head. _It hurts, God it hurts! Someone, please, make it stop, make it stop!_

There was something crashing nearby, he thought, a banging sound that he didn't recognize and then a voice shouting out "Hold him!" Someone else was shouting, too, only he couldn't make out their words.

Spencer barely registered his body moving, how he was trying to curl into himself, trying to hide from all the damned _pain_. Not until suddenly, hands were on him, and Spencer finally found his voice. The shock of straight, raw, unfiltered emotion slammed into him, on top of what he was already feeling, and it was enough to jolt him out of the haze over his head and back into reality. A scream ripped its way free at the same time that power arced over his body.

The hands left his body and Spencer let out a sob of gratitude as at least that edge was taken away. Some rational part of him, shoved back into the darkest corner of his mind, knew that the pain he was feeling wasn't right. It wasn't all _his_. But that part of him was buried underneath the rest.

More than anything, he wanted to get up and run, get as far away from the hands and people and _pain_ as possible. Only, his body wouldn't listen to him, wouldn't move. All he could do was curl in on himself and sob and scream as his entire being felt like it was being ripped and burned and broken in a thousand different ways.

There was no telling how long it might've gone on. Spencer was losing himself underneath the pain. Any semblance of thought was being pushed aside underneath the waves of other people's pain. He was losing everything that made him _Spencer_. And then – then he felt it. A familiar presence right at the edge of his senses. It was like a voice shouting out through a crowd. Faint, yet there. Familiar enough to pull his attention though not enough to block out the rest of the sound.

Spencer tightened his hands in his hair and tried to breathe, tried to focus right on that feeling. Something about it promised safety deep inside of him. It promised comfort and easy smiles, a smirk and a hand on his shoulder, light laughter like crisp apples and worry that was almost always overshadowed by some kind of affection and a brightness that was amazing and awe-inspiring.

It got closer and closer and Spencer gripped tightly to it. The closer it got, the more that he was able to think beyond the rest of the pain. He blinked open his eyes and looked through a sheen of tears he hadn't even realized he was crying, watching as the door to his room burst open and the person behind the emotions came strolling in like some sort of avenging angel.

"What the hell is going on in here?" Tony demanded. He practically shoved his way past the two people who stepped up to him, eyes already landing on Spencer. There was something that Spencer thought might be relief that went through the man, followed almost instantly by worry and fear.

"Excuse me, sir, you can't be in here!"

Tony ignored whoever it was that was talking to him. He ducked under the hand that reached for him and moved easily around the next person. Then he was there, right there in front of Spencer, and the young genius couldn't have stopped himself even if he tried. He lifted his shaking hands and reached out to him. His hands caught the bottom of Tony's jacket, unable to reach any higher. But Tony solved that pretty quickly. He didn't hesitate to sit down on the edge of the bed and reach out a hand to push back some of Spencer's hair from his face. "Hey, kiddo. You gave us one hell of a scare."

The sound that Spencer made wasn't even enough to be considered a word. He brought his hands higher, gripping at Tony's jacket and using it to try and drag himself upwards. Tony let out a low "Woah!" but didn't try to stop him. Instead, he reached his arms down enough to help catch Spencer up in them, wrapping around his upper body and bringing him in close at the same time that he scooted onto the bed a bit more, until Tony ended up with one knee drawn up onto the bed and Spencer half draped over that thigh, his face buried against Tony's chest and his body curled around the man's hip. His thighs and knees were pressed up against Tony's back. It let him wrap completely around him and bury his face against the older man's chest.

There, hidden away from anything, and with Tony's emotions so close and strong – the physical contact made it so much better, so much easier to focus on just him – it let Spencer's brain clear enough that he was able to ignore some of the pain. Spencer couldn't help but let out a ragged breath that was perilously close to a sob. His arms slid under the man's jacket, curling around to clutch at the back of Tony's shirt, and it was perfect, it was just what he needed. Safety. Security. Comfort. When Tony's hesitant hold tightened a little, holding him that much firmer, it only made the feeling even better.

The sensation of being wrapped up in Tony's emotions was amazing. It was like a solid, warm blanket, curling all around him and blocking out the rest of the world until there was nothing that he could feel except for Tony's worry and that fierce protectiveness. Those worked effectively to block out most of the pain and suffering that he felt.

One of Tony's hands slid up to cup the back of Spencer's head. Not to pull him away or anything; just another point of contact between them. Spencer felt it as Tony shifted a little and dropped his head down, lips brushing against Spencer's hair. "You're all right. You're all right, Spencer." There was something heavy in his voice, a relief that washed over Spencer's body and drained away some of his tension just as it did for Tony. "Thank fuck you're all right."

"Mr. Stark…" someone started to say. They moved closer and Spencer couldn't help how he whimpered or pressed in tighter against Tony. He didn't want anyone close. He didn't want them to touch him again. _Please, please, don't let them touch me again. Please!_

He didn't realize that the words had actually come out of his mouth until Tony started to gently shush him. "Hey, shh, shh, no one's gonna touch you, not if you don't want them to." The hand against the back of his head pressed in and Spencer happily let himself get a little more hidden against Tony's chest. Holding on tight to the man, he gave up any pretense of control and let Tony do something that Spencer rarely ever let happen – he let the man take care of him.

Tony's voice shifted as he moved from speaking to Spencer to speaking to the doctor or whoever it was that was in front of him. The gentleness was gone. In its place was something sharper; the tone of someone well used to having their orders obeyed. "I need you to back up and get this hospital room clear as quickly as you can. Then I want you to gather together any paperwork you have on him and get it ready. My medical team should be arriving on the rooftop in the next five minutes. Once they're here, we're going to be taking him out of here and back to my facility to treat. I'll have my assistant contact you to set up replacement of anything that was damaged while he was here."

Damaged? Had he damaged something? Spencer didn't remember it.

Tony's hand rubbed lightly over Spencer's back and his voice shifted again, lowering into that gentle tone that Spencer had only ever heard the man use with Peter before. "Don't worry about it, Firefly. I've got it covered."

"Mr. Stark, I'm well aware that we're not exactly equipped to handle someone like your… friend. However, I cannot recommend that he travel, not until we've gotten a chance to finish assessing his injuries. What we've seen so far…"

"…is all you're going to get to see." Tony's voice was sharper now, and the protectiveness he felt grew even stronger. There was also something else in there now. Suspicion? Distrust? Tony either didn't trust or didn't like what the doctor had just said. Or both. Spencer found out why a second later as Tony spoke again, lower and just a bit dangerous "He's not a toy for you to play with, _doctor_. Whatever samples you've taken, whatever tests you're running, I'll be taking them with me."

Oh. _Oh_. Spencer turned his face in and pressed it tighter against Tony's shirt. The soft texture was soothing against his skin, and he rubbed his face over it in response, taking the comfort it offered. He should've figured. Hadn't that been his fear when he first came here? Being turned into some sort of science experiment, taken apart and studied by someone.

It would seem he didn't need to worry about that right now, though. Tony had it all handled. Which was good because Spencer wasn't sure he had room for worries of his own at the moment. Holding on to Tony like this, feeling the tiny bit of clarity, it was enough for him to begin to understand just how much of the pain he was feeling came from other people. Some of the pain was his, yes, but there was plenty that _wasn't_ , and he couldn't separate the two. He could just barely recognize that it was happening; he didn't have anywhere near the strength needed to be able to even begin to pull up his mental walls. They were just, gone.

He was open and raw and, at the moment, the only thing standing between him and all the pain in this hospital was the protective layer of Tony's emotions wrapping around him. There was no way in hell Spencer was letting go any time soon.

* * *

Fear was an emotion that Tony was far too familiar with. He'd felt it so many different times in his life, on so many different levels. Meeting Peter had opened him up to all the new ways he could be afraid. All the new fears that could creep in to the most innocent of moments. Fear about hurting the amazing person who, for some stupid reason, actually looked up to _him_. Fear that he was going to screw things up. Fear that he would get Peter hurt.

Fear that he'd lose him.

That last one had come into play more than once. Anytime Peter got hurt as Spiderman, that fear was always there, the one that told Tony that he was stupid for helping Peter do this. It told him that he never should've put himself into the kid's life. That he should've tried to stop him, not enabled him to fight. The amount of _guilt_ Tony felt at having brought Peter into things back at the start, for taking him to what ended up being a war between the two sides of his team, that was a feeling that was never going to go away. He could tell himself all he wanted about how he had hoped that things wouldn't escalate to a fight like it had, or that he'd only wanted the kid there on the sidelines. Fact of the matter was, he'd brought Peter there, and the kid had been hurt, and that was on Tony. He owned that mistake. Learned from it. Just like he learned from that shit show with Toomes.

Tony had come to accept that fear was just going to be a part of his life when it came to Peter. The good moments far outweighed the bad, and it was worth it. It was so worth it. Peter was an absolutely amazing kid, someone that Tony was better for knowing, and the older man would do everything possible to keep that kid safe for as long as he could.

That being said – he had no idea when he'd apparently started to feel the same way about Spencer.

The fear that Tony had felt after the bomb had gone off was something he could go his whole life without ever having to feel again. The whole team had searched frantically for any sign of him. When Tony had been ready to start blasting things apart just to find the kid, FRIDAY had saved them all by telling them " _Boss, a nearby hospital just pinged one of my programs. They've got a John Doe in a supersuit who matches the Little Doc's description, just brought in two minutes ago. Someone found him in the street and brought him in for help._ "

That was how Tony had ended up here, cradling this young man to him while he waited for his team to arrive with the Quinjet. A hack into security cameras had verified it was Spencer that had been brought in. Once Tony had known that, he'd set off, barking out orders to the others to get to the jet and follow after him, prepare for a medical extraction. There was no way that they were going to leave the kid in a public hospital. Not with his powers – something the doctors wouldn't know how to take into consideration. It was a good thing he'd gone, too, because when he walked into Spencer's room the panic in the air had been thick and half the electronics in the room were already destroyed from the power surges he was letting off. Tony had reacted in the only way possible at that moment; he'd ignored the doctors and marched right up to the kid.

Tony could try and lie and say it's what he'd do for anyone – which, really, it was, he'd never leave someone with powers trapped in a hospital, it just wasn't safe to either party – but he knew it was more than that. There was no denying the protectiveness he felt as he cradled that slender body against him.

Spencer had always looked small in his eyes; he was shorter than Tony, shorter than Peter, and thin enough that it made Tony want to constantly push food at him. Now, wrapped up in a hospital gown and curled as tightly as he could get against Tony, he looked even smaller. Like a… well, like a _child_. It only made Tony's protectiveness grow.

The poor kid was shivering almost nonstop, and he kept pushing his face in and rubbing it over Tony's shirt, a self-soothing gesture that Tony knew he wouldn't have indulged in if he'd been in a better frame of mind. Things like that seemed to embarrass him normally. Right now, he either didn't care, or didn't realize he was doing it. Tony was betting on a bit of both. Just as he would bet that Spencer probably didn't realize how he was pulling his legs away from the blankets, or how he shivered harder each time he brushed against the sheets. Tony had noticed the kid's thing with texture a while ago; he doubted the bed felt all that great.

The communicator in Tony's ear came to life and he couldn't help how he slumped just a little with relief when he heard Bruce's voice in his ear, telling him " _All right, Tony, we're here_."

Reaching up, Tony tapped against the communicator, unmuting his end of things. "Thank God. We need to get him out of here _now_."

There was an immediate tension that was palpable even through the comms. " _You need help getting him out?_ " Clint asked him. His tone was sharp, with a hint of the danger that people seemed to forget he was capable of. Spencer had made an impression on him. He and Peter both had. The archer was quite fond of them, Tony knew, and they both brought forward the Dad side of him.

Tony looked down at the boy huddling in his arms and debated for just a second. The way Spencer was holding on, it didn't seem like he'd let go all that easily, but Tony had no idea what his injuries were like. He hadn't taken the time to try and find out anything beyond the fact that Spencer was _here_ and alive. But as he looked at him now, he could clearly see cuts and bruises that hadn't healed over, and it looked like there were a whole lot more peeking out from the back of the hospital gown. What Tony saw of the kid's back had him wanting to curse. "I don't know. Maybe. I haven't been able to check him over properly to figure out what he needs. But, at the very least I need someone to stick around and make sure they destroyed any blood samples they took from him. I get the feeling the doctor saw him more as something to study than as a person."

" _I'll take care of that._ " This time it was Jim, and he didn't sound happy. Tony almost felt bad for anyone who was going to get in his way.

Clint was back on the line in the next second, and there were sounds that told Tony the man was getting up and moving. " _Bruce and I are on our way. Need us to bring a bed, or we taking the one he's in?_ "

"Bring ours," Tony said immediately. He looked at Spencer's legs, at the way they were still twitching against the blankets, and he added on "Strip off the sheets, though. You mind if we borrow one of your blankets, Big Guy?"

Bless Bruce – he understood instantly. " _On it._ "

Now all that Tony had to do was sit here and just wait. He adjusted his seat on the bed and drew Spencer just a little bit closer to him. Thank God the room had cleared earlier when Tony demanded it. The last thing Spencer needed was anyone else in here with them. He was going to hate it later when he was clearheaded enough to realize how he'd acted. Stephen and Charles both had warned Tony that empaths were generally very physical creatures. That they craved good emotions and positive touch the same way that most people craved air to breathe. But Spencer – Spencer seemed to like to defy expectations. Usually he avoided physical contact.

He indulged in little touches here and there with Peter sometimes. A light brush of fingers over Peter's arm, a bump of their shoulders, his feet tucked near Peter's leg if they sat together on the couch. They were all pretty low-key, and they were generally done on Spencer's terms. Tony had noticed that. Almost every time, Peter let Spencer initiate the contact, and he let Spencer dictate what it was and how long it lasted. It made Tony feel kind of proud. Peter was a damn good kid. While he might not understand why Spencer was the way that he was – he couldn't read the signs the way that the adults around him could – he was the most respectful of Spencer's boundaries.

This right here, though? This wasn't anything like what Spencer usually allowed himself. This was… it was Spencer stripped raw of all the walls that life had taught the kid to put up. Whatever had triggered it, fear or pain or a combination of the two, he didn't seem to have the strength to keep his usual control. The fact that he trusted Tony while like this, had practically leapt at him when Tony got close, was one hell of an honor, and one that Tony was going to do his damndest not to mess up. Even if he had _no idea_ what he was doing and _definitely_ shouldn't be in charge of an emotional kid. Ever.

A rap of knuckles against the door had Tony jumping a little. Spencer, though, he was surprised to find, tilted his head enough to peek out with just one eye, watching as Tony called out "Come in!"

It was Clint who came in first, pulling on the foot of their gurney, and Bruce was at the other end. Seeing them had Tony relaxing just a little. "Hey, kiddo, look who's here! The cavalry's arrived. You think you're ready to get on outta here and back home?"

"Hey, squirt," Clint said, smiling fondly at the teen who had yet to move. Bruce offered a smile as well, but he also grabbed the blanket off the bed and approached the two of them slowly, his eyes on Spencer's face the whole time. "Hey, Spencer. You look like you're more than ready to get out of here. We brought our own bed, and our own blankets." He stopped just a few feet in front of the two of them and stayed there, still watching Spencer carefully. "Do you mind if I come and help Tony get you onto our gurney? As soon as we do, we can get you out of here."

It looked like Spencer was torn. He eyed Bruce and the blankets, his longing easy for Tony to feel. The kid was projecting. That made it easy for Tony to feel his longing at Bruce's words, but also his fear. It only took a second for him to figure out what scared him. The way Spencer's arms tried to tighten around him made it pretty clear.

Tony looked down at him, nonplussed. This was so beyond his area of expertise. He had no idea how to deal with an injured and seemingly terrified kid. He looked up at Bruce and hoped his friend could help him out here. "I, uh, I don't think he's going to be letting go any time soon."

Something in Bruce's eyes flashed, a hint of understanding. Then he was nodding his head and he looked so calm, like this was all perfectly normal and made total sense, and Tony was damn glad at least one of them could be a rational, responsible adult right now. "That's fine," Bruce said, eyes back on Spencer again, or at least what little bit of his face the kid was letting show. "How about I pass Tony the blanket and he wraps you up with it? Then we'll see about getting you out of the bed."

That seemed to work well enough for him. Spencer nodded ever so slightly. He even shifted his legs, letting Tony and Clint pull the sheets away. As soon as the blanket was tucked around him, some of Spencer's tension faded. An itching sensation that Tony had barely been aware was there at the edges of his mind, tickling along his skin, was gone now, and _wow_ , since when was Spencer able to project subtly enough that people mistook his projections as their own emotions?

What came next wasn't all that easy for any of them. They pulled the gurney right up alongside the bed and tried to shift Spencer over out of Tony's hold so that they could lay him down. He wanted nothing to do with it, though. His hands tightened in their grip of Tony's shirt and he plastered himself even closer. The whimper that slipped free when he pulled away from the others was enough to cut at Tony's heart.

Obviously this wasn't going to work. Later, Tony would try and analyze why. He refused to think about the warm feeling that it gave him to have Spencer choose him of all people to latch on to. For the moment, he focused on solving the problem, and really it didn't take all that much to figure out what their solution should be. "Well, I think that's enough of that. Brucie bear, brace the bed for me, would you? Barton, come stand behind me." Those orders given, he turned his focus to the teen in his lap and he gave Spencer his best smile. "All right, Spencer, here's what we're gonna do. You just keep hanging on like the little monkey you are and leave the heavy lifting to Barton and me. I'm gonna hold on here and he's going to reach out and catch your legs for us. You all right with that?" He paused long enough to give Spencer a chance to respond. When he felt the small nod against his chest, he beamed. "Perfect! Well then, let's get moving."

Thankfully, he worked with smart people, and the two other men seemed to understand what it was that Tony was trying to do here. Bruce nudged the bed a bit closer so that it was right by the leg that Tony still had hanging down. Then he braced himself against the edge of the bed and locked the wheels so that it wouldn't be able to roll away from them. Tony shifted around the weight in his arms until he was sure he had a better hold on Spencer. It wasn't like it was hard to hold him – the kid weighed far too little. Less than he'd thought, even.

With Spencer securely in his arms, Tony pushed his foot firmly against the floor and twisted his other leg just enough to get his heel planted on the bed. It moved Spencer more into his lap, less curled round him, and made it all the easier to hold him. Then, keeping that grip, Tony lifted the both of them and pivoted on his heel so that he could shift himself from one bed to the next without ever once moving Spencer out of his arms.

Clint was there right away, catching Spencer's legs as they reached the edge of one bed, and Tony noted that the archer was smart enough to curl the blanket around Spencer's legs so that his skin never once came in contact with the teen's.

Between the two of them they got Tony and Spencer both onto the gurney. Tony was trying to figure out how they were going to brace Spencer's legs without letting them dangle off the edge when the kid ended up solving the problem for them. He drew his legs up and away from Clint's hold and only winced a little as he brought them up towards his chest. His body compacted down into a small little ball in Tony's lap.

Tony exchanged a look with Clint and Bruce overtop of Spencer's head. He knew his eyes were wide and probably showed his panic.

Smiling, Bruce reached out and patted Tony's shoulder. Then he drew his hand back and pushed up the bars on one side of the gurney. It gave Tony something to lean against as he pulled up his other leg until he was sitting cross-legged.

He could only imagine what he'd look like to anyone else. Big, bad Tony Stark, the unfeeling businessman who was often called a 'cold bastard', who most people would say didn't deal well with others or with anything even skirting real human emotion – cradling a teenager and trying to hold him together. Hell, even _Tony_ couldn't believe it, and he was the one sitting right here!

Not that Tony gave a damn what anyone else thought of him. Especially not right now. Let them think what they wanted. The kid clinging to him was the one that mattered.

Even so, he was a bit grateful when Clint draped a jacket over Tony's back, pulling the hood up to hide his head, and then adjusted the blankets to better hide Spencer. Anyone who didn't already know what was going on wouldn't be able to recognize them.

That done, the three men exchanged one last look, and Tony nodded. He kept a hold on Spencer was Bruce and Clint began to wheel the bed on out of there.

* * *

Getting up to the jet proved easy. Vision was there waiting for them, standing with the suit that Tony had left locked down on the roof when he'd landed here, and Jim showed up shortly after. Not a one of them questioned Tony the way that he thought they might. They didn't say anything about how he and Spencer were still curled up together. They didn't act like it was weird or anything like that.

Bruce secured the gurney into a special spot in the side of the jet. It was a place made to keep the bed steady so they'd be able to fly back any injured member if they needed to. Tony was grateful for it as Bruce got the gurney locked into place. Then the bars on the outside of the bed were lowered and Tony was free to turn himself and let his legs dangle off the side – oh thank God, he was getting too old to sit curled up like for long periods of time! – while still sitting back enough to keep Spencer steady against him.

The teen stayed sitting in Tony's lap, his forehead pressed against the side of Tony's neck and his hands clutching at the front of Tony's shirt. His legs were still curled in, but his feet were resting carefully on the bed at the outside of Tony's thigh. It was an easy position to hold him in. All Tony had to do was keep one hand curled over Spencer's hip, fingers brushing over his back through the blanket he was wrapped up in, and his other arm around Spencer's shoulder and curled up so he could keep his hand in the kid's hair.

For the most part Spencer wasn't really moving. His tension had visibly lessened when they got to the roof, and it'd gotten even better as the quinjet rose and took them away. He didn't move away, though. Occasionally his hands would clench or twist a little in Tony's shirt, or he'd rub his cheek against Tony's shoulder – again, over his shirt. Those tiny little self-soothing gestures that Tony was damn glad he was taking while at the same time it worried him. For Spencer to do be doing it meant he had to be a whole lot worse off than they'd expected.

With Clint flying them, and Vision as his copilot, it left Bruce and Jim free to stay near Tony and watch the two with worried eyes. Bruce gathered himself together after a moment. Tony could see it as the doctor drew in a few steadying breaths and got himself under control. Then he was smiling gently as he took a small step towards them. "Hey, Spencer. It's Bruce."

They all froze when, as Bruce was in the process of taking another step forward, Spencer flinched.

It was yet another piece of the puzzle for Tony. One that was painting a picture that made him feel slightly sick. "I think…" Pausing, he rubbed at Spencer's hair, wishing he knew what the hell he was doing here. "I think his walls crashed. He's been projecting almost nonstop, and he just sort of… latched on."

"He anchored on you." Bruce said, eyes alight with understanding.

Tony and Bruce had both spoken with Stephen about Spencer's empathy more than once. As Spencer's doctor, and the guy housing him, they'd felt it was important to try and understand as much as they could. Stephen giving Spencer books, that was great for Spencer and all, helped him study and learn his control. But Tony and Bruce had wanted to know what kind of things to expect, and how best to help him. One thing they'd learned was that when an empath's walls crashed down, they tended to latch on to someone as an anchor, using that person's emotions to help shelter them from those of the rest of the world.

The fact that Spencer had chosen Tony, well… it was astounding. Then again, it could've had something to do with the fact that Tony had been the one to show up while Spencer was trapped in a sea of strange people in a _hospital_.

God, a hospital! That had to have been _hell_ for Spencer without his walls to protect him.

Jim must've been thinking along the same lines as Tony was. He grimaced and his expression was sufficed with so much sympathy.

"We need to look at him," Bruce said softly.

Yeah, they did. Tony just didn't have any idea how that was going to happen. Right now Spencer wasn't up for normal emotions, and he'd admitted before that Bruce's emotions were stronger for him than other people's.

He should've figured that Bruce would remember that and come up with a solution, though. "Colonel Rhodes, would you mind? I need someone to act as my hands for me. Right now… my touching Spencer isn't the best plan."

"Eventually you're gonna end up calling me Jim." Even as he said it, Jim focused his attention on Spencer, watching carefully as he opened up the rest of the armor and stepped out. It was a pretty seamless move, the braces on his legs only freezing for one brief instant before he was able to move again. Tony made a mental note to look at that later and see if he could get them to transfer from suit to ground without any freeze at all.

Then his focus was once more taken by the kid in his lap, who was shivering just a little but not pulling away as Jim got closer. Jim smiled at him and started to speak in a voice that Tony had heard talking him through plenty of breakdowns and panic attacks throughout their friendship. "Hey there, man. It's just me, all right? No one else is coming close. It's just me, Uncle Jim." The last part was said with a flash of a grin. Jim ignored the surprised looks he got at that title – since when was he _Uncle Jim_? – and took another step closer to the bed. "I bet things suck right now, don't they? I can't even imagine what it's like to feel what other people feel on a good day. Without your walls? Yeah, no. You've got a helluva lot of strength, man. I don't know how you do it. You're a strong kid."

For the first time since Tony had showed up, Spencer made a conscious effort to speak, even if it was just a soft and shaky "'M n-n-not" that kind of broke their hearts.

Leave it to Spencer to finally decide to speak again just to argue with them about him being strong. _This fucking kid_. Tony let out a breath and wanted to shake him.

Before Tony could say anything, Jim snorted. "Agree to disagree, man. You're not gonna convince me differently. Besides, we got more important things to worry about right now. Like the fact that you're hurt. You think I can come over there and take a look at things? I promise, I won't touch you unless you say it's okay. I just need to help move the blankets around a bit so the doc over here can make sure you aren't injured too badly."

"Not." Spencer croaked out. His hands clenched in Tony's shirt and he made a strange sound, clearing his throat maybe? Then his voice was back, just a tiny bit stronger than before. "It's… healing. I, I'm fine."

"Can we take a look anyways?"

After a long pause, Spencer finally nodded.

Jim and Tony had to work together to get Spencer even the slightest bit unwrapped from the blanket cocoon that he'd made for himself. Not once during the entire thing did Spencer move fully away from Tony or let go of him for longer than a second. Even then, he'd only let go with one hand at a time. But they eventually got the blanket down enough that they could keep it around Spencer's waist and allow him some modesty while letting his back be open and exposed for Bruce and Jim to look at. The angle was wrong for Tony; he couldn't see anything.

Thankfully, Bruce ended up declaring Spencer's back 'not as bad as I'd feared'. From what he said, it seemed to be mostly bruises, the cuts either gone or mostly healed already.

There were plenty of bruises that they found all over him. As they passed over ones on his arms and then moved down to look at his legs, Jim kept on talking to him, probing a little to try and get Spencer talking. It seemed to do the job. As they were looking at the big cut that was just now starting to try and heal – thank everything it wasn't actively bleeding – Jim finally got Spencer to tell them what had happened. Tony couldn't help but hold him tighter as he listened.

"I, I knew there was, um, there was no way you guys would be able to get close enough to help in time." Spencer's voice shook and Tony stroked at his hair like Jim did to him sometimes when he found it hard to say things, when the panic was too strong. It seemed to help Spencer the same way it always helped Tony. He spoke again, albeit still a bit shaky. "I couldn't… if I let you guys come over, you would've got caught in the blast and I just, I couldn't. So I, I tried my best to disable it. I have a bit of training with that. My team, um, back home? We've gotten too close to bombs too many times. I, I got tired of panicking and waiting for the bomb squad, so I went and, uh, and I got some training."

The more that he spoke, the stronger his voice got, the more sure.

He flinched slightly as Jim took a wet towel that Bruce had given him and used it to start cleaning up Spencer's leg. At the flinch, Jim murmured an apology, but Spencer waved it off. He'd turned himself a little now, his cheek resting against Tony's shoulder, face mostly hidden there. But he seemed comfortable that way so Tony didn't try moving him. He just kept on holding him as Spencer continued to talk.

"I managed to disable the EMP blast, but I didn't have enough time to disable the bomb entirely. I did the best I could to be able to minimize its impact and then I…" Here Spencer paused, going just a bit tense, and his hands clenched briefly on Tony's shirt. Worry washed over Tony that he knew wasn't his own. Worry and a small hint of fear. Fear of what, though? None of those emotions showed in Spencer's voice as he softly said "I, I used my energy and I, um, I made a shield. I couldn't contain it completely, I'm not strong enough, but… I kept it from going outwards."

"You directed the blast downwards." Tony filled in. The idea chilled him. He could see the logic behind it. Really, Spencer had done the best that he could in a shitty situation, and Tony couldn't say that he would've done anything different. Spencer's quick thinking had kept the EMP pulse from happening and it'd kept the bomb from exploding out and causing mass amounts of damage. Instead, he'd contained it, directing the blast down into the already damaged building, minimizing risk and damage. Logically, Tony understood. Emotionally? Yeah, _no_. Spencer had directed the blast of the bomb downwards in a building _he was standing on top of_. Judging by how the kid was found – a few blocks away from the blast, and down on the street – it wasn't hard to figure out that he'd been sent back by the blast. The fact that he wasn't a broken and bleeding mess was a damn _miracle_. "How the hell did you survive that?"

Tony felt his shirt get twisted in Spencer's hands, caught up and rubbed through those long fingers, and he knew the shirt itself was going to be a lost cause after this, twisted all out of shape and probably covered in bits of blood from holding Spencer like this. Spencer's breath puffed against Tony's neck as he tried to bury himself in a little closer. "I tried to catch myself. It worked, mostly. Slowed me down. But I landed a bit hard and I, I knocked out. Next thing I knew I was in the hospital, and I…" The shudder that ran down Spencer this time was strong enough to have Tony rubbing at his hair again. He felt moisture hit his neck and it was like a punch right to the chest. " _God_ , Tony, there was just, there was so much _pain_. Everyone there hurts _so much_. I couldn't… I don't…"

"Hey, hey." Forgetting entirely about their audience, Tony ducked his head down and pressed his face as best as he could against Spencer's hair. "You're not there, okay? We got you out of there. You're right here with me and Rhodey and Bruce. Clint and Vision are here too, but they're up front, they don't count. You're with us, kiddo, you're not back there."

The tears against Tony's neck came faster and faster. Embarrassment and shame were easily felt coming off of Spencer, and those were emotions Tony knew. They were ones that he understood. He didn't need anyone to explain to him why Spencer was feeling that way. Just as he didn't need an explanation of what to do. Snagging the edge of the blanket, he drew it up again, pulling it up to Spencer's shoulder like he was trying to tuck him in and make him warm. Really, he was giving the edge of the blanket to him, letting it act as a barrier so that no one would see his face as he pressed it against Tony's neck and quietly cried.

As he tucked it in, he shot a look at his two closest friends, flicking his eyes towards the front of the jet and then back to them. They got the message. Jim set the towel down on the gurney and quietly moved back. Then, with Bruce at his side, the two made their way towards the front of the jet, leaving Spencer and Tony sitting together, alone.

Tony didn't say anything. If it were him, he wouldn't want anyone saying anything at that moment. Not while he was feeling so weak and raw. Instead, Tony just sat there and held on, doing the only thing he could do. He held Spencer together as he felt the teen break apart inside his arms, wishing there was something more he could do, something that would make this better.


	18. Chapter 18

Spencer barely remembered arriving at the Compound. His breakdown had left him so exhausted, he barely even registered it when Tony picked him up or when they were moving. There was a brief moment where he stirred when he was being laid out on a bed and Tony's arms were moving away from him. Spencer might've made some sort of pathetic sound, he wasn't entirely sure.

The next second Tony was stroking a hand through his hair and shushing him, and something else was right there, something warm and familiar and almost as safe as Tony was. That presence climbed right into the bed with him and Spencer happily curled into it. He rested his head against a familiar heartbeat and let that and the emotions that were around him soothe him slowly back down.

* * *

He woke in almost the same position sometime later. There was still that heartbeat right in front of him, but this time he was at least coherent enough to recognize it as Peter. For a brief moment Spencer wanted to wake up enough to ask what Peter was doing in bed with him, _cuddling him_ , but really, that thought seemed so unimportant right then in the face of Spencer's exhaustion. His body was sore, his mind aching as it tried to heal his mental walls. But the room was dark, just a hint of light nearby, Peter's emotions were a nice, low buzz that told Spencer he was asleep and not hurt, and nearby he could feel Tony's presence as well, coming from somewhere behind him. The man was awake, yet relaxed, and unharmed.

The little family that Spencer had built for himself was okay. The two most important ones were right here, and he had no doubt that the others were fine. If they weren't, there was no way Tony would be so relaxed. If his emotions were this calm, it meant that Spencer could be calm, too.

Somehow Tony must've sensed that Spencer was awake because Tony's hand was suddenly right there, petting at Spencer's hair in a manner that was more soothing than it should be, and the man was murmuring "You're all right, kid. Everyone's okay. Just go back to sleep."

There was no point in arguing that. Spencer was safe, comfortable, and surrounded by people he trusted. Snuggling back in against Peter, he closed his eyes and went back to sleep.

* * *

The next time that Spencer woke, Peter and Tony were both gone, but a woman was there who Spencer didn't recognize. She was sitting in a chair near his bed, holding a paperback book and looking completely content and engrossed in what she was doing. She was a smaller, slender woman, with dark hair, and lines near her eyes that came when someone spent much of their life smiling.

He watched her for a long moment, wondering who she was. He didn't recognize her from around the Compound. Before he could think about what to do, or come up with any ideas on who she might be, the woman looked up. She startled at the sight of him awake, and then her whole face lit up with a bright, warm smile, and her emotions were equally warm as they poured off of her. "Well now, look who finally woke up!" Folding her book down into her lap, the woman ran her eyes over him. "How're you feeling, sweetie? You need me to call Bruce in here for you?"

Spencer licked dry lips and reached down to push against the bed, wincing a little as he shifted himself up into a better position. "No, thank you. How long was I asleep?"

The raspy sound to his voice had her wincing. In an instant she was up and moving across the room to the sink. Spencer watched as she grabbed a paper cup and filled it; he took note as she did that the room they were in looked a lot like the medical room Peter had stayed in when Spencer first came here.

She was back by his bedside a moment later, holding the cup out to him. "Here, honey. Take this. I can't imagine your throat feels all that great." She watched him as he gratefully took the cup – his throat felt like sandpaper, and his mouth was dry and sticky – and she waited until he started to sip at it before answering his previous question. "You've been asleep for about eight hours. Peter left a little while ago, though he promised he'd be back later, and Clint dragged Tony out about a half an hour ago so he could get a shower and something to eat. I offered to sit with you for a while." The smile she wore softened into something gentler; something that reminded Spencer of his mom when he was sick. As if to further cement that image, the woman reached out and smoothed at the blankets near his legs, adjusting them in a move that looked instinctive, even as she looked up at him and introduced herself. "I'm Laura, Clint's wife, by the way. We haven't met yet, but I've heard plenty about you."

That… that didn't sound reassuring at all.

Laura must've seen something on Spencer's face. She chuckled and reached out to pat at his shoulder. "Don't worry, honey. Clint likes you. He might not be the best at showing it, but he does. He's only had nice things to say about you."

Curling his hands around the cup of water, Spencer took another sip, not quite sure what to say. He wanted to ask Laura why she was in here; he didn't know her, what made her come sit at his bedside? It was like he was dying or anything. There'd been no real serious physical risk here. Sure, he could still feel the bruises all along his back, plus some on his ribs that were loudly protesting how he'd been curled up, and _good God_ did his leg ache at the moment, but none of that was serious.

Unless she wasn't in here because of any of that. Spencer tried to hide his grimace behind his cup. The idea that she might be in here because they were worried about him, after the way he completely broke down yesterday, it made his stomach twist a little. Any attempt he'd made at _not_ coming off as weak in front of these people had been entirely blown out the window. Apparently he'd made such an impression, they didn't want to leave him alone even just for a little bit. _Way to go, idiot. Good job on coming off as mature and capable and_ not _a child._

Spencer turned his face down, staring at the water in his cup, unaware of just how much of his emotions were still bleeding through to those around him. His shields felt so much better, but being in the hospital had done more than just knock them down. Between his own pain and the pain of others, it'd shattered them, and that wasn't something that healed easily. While he was mostly keeping Laura's emotions back, he wasn't keeping his own in all that well, and having her close to him only made it more difficult.

When the teen looked up, he found that Laura had furrowed her brows, and she looked like she wanted to say something to him. What, he wasn't quite sure, and he never found out. The door opened in that moment and Bruce came in.

Almost instantly Spencer perked up. If Bruce were here, there was every chance Spencer could get himself checked out and at least back to his own room, where there wouldn't be anyone just watching him sleep. "Dr. Banner!"

The enthusiasm in his voice was hard to hide and it made both the adults chuckle. "If I didn't know any better, I'd think you were happy to see me, Spencer." Bruce teased him. Still, he looked happy as he walked up to Spencer's bedside, taking Laura's place as she stepped back a little.

Spencer flushed a little, yet he smiled at the same time. "I'm always pleased by your company, Dr. Banner."

"Nice save." Bruce's voice was layered with an easy teasing. It was in his emotions, too, warm and bright for Spencer to feel. "I know that look, though. Tony gets the same look when he's in here. I'm not clearing you to leave until I get a chance to look you over again. You gave us one hell of a scare, Dr. Reid. Your powers are helping you heal a whole lot faster than the average person, but most of your energy seems to have gone into other things and you're not showing as rapid healing as you normally might."

That was something that Spencer had already figured out. Extrapolating from his previous rate of healing, most of these injuries should've been gone already. Then again, judging by what he felt on the inside, it kind of made sense that they weren't. "My energy levels feel quite a bit lower than usual." Tilting his head, Spencer closed his eyes and focused inwards, not paying any real attention to the two that were watching him. He wasn't sure he could explain what he was doing. His electrical powers, they were a part of him, a part of his very being, and seeing their 'levels' took just a bit of thought and focus. "I think… I think after the amount I used in the field, and then what I poured into the shield for the bomb… I, I tried to supplement a little from the energy around me, but most of it was internal."

"You used up your internal reserves." Realization lit Bruce's face. "Of course. You're not 'plugged in' to anything, so to speak. All the electricity you create comes from _you_. That's a finite resource. You're like a car that's on E – your body isn't healing because there is no excess energy in you with which to even _try_ healing."

That was as good an explanation as anything. This was the lowest that Spencer had felt since arriving here. What little electricity he felt inside – something that he'd barely registered was a constant for him, buzzing away inside his body – was almost gone. Just a faint hum along his nerves.

Followed quickly on the heels of that realization was a strong wave of worry and disapproval. Bruce's eyebrows drew down and he fixed Spencer with a firm look. "That was extremely foolish. Do you realize what this means for you? There's no telling what would happen to your body if you drained your energy down completely. It's highly likely it would've _killed you_ , Spencer."

Spencer lifted his hands and spread them out in a 'what can you do' sort of gesture. "And if I hadn't, it's highly likely countless more would've died from that blast." To him, that said it all.

It looked like Bruce wanted to find some sort of protest, only he knew it wasn't worth the effort, and Laura was watching Spencer with something in her emotions that was a bit amused and just a little bit sad. "Oh, you fit right in here, don't you?" she asked him.

Was that supposed to have a meaning he wasn't getting? Unsure, Spencer settled for shrugging one shoulder. Right away he wished that he hadn't. The pull against his back was enough to remind him of the very same bruises they'd just been talking about.

Bruce distracted him before he could wonder more about Laura's words, or try and think of anything else to say. "I'd like to keep you here at least through the rest of the day. You should eat two full meals, plus a snack at some point, and get some more rest. We can reevaluate by the end of the day to see where you stand."

There was no moving Bruce on it. A meal was brought in to him by Laura, who also stuck around to make sure that he ate as much of it as possible. Later, Spencer would be a bit embarrassed to admit that he fell asleep about halfway through it. The same process was repeated a few hours later. Laura was gone, but Bruce was still there, another tray of food ready to go. That time they managed to get the whole meal in him before he started to drift again. "This is getting frustrating," Spencer murmured as he felt his body sink down into the bed.

Eyes closed, he listened to Bruce chuckle. A hand hesitantly touched his forehead before smoothing his hair back from his face. "Listen to your body, it knows what it needs."

"Mmm." It wasn't like he had any choice. Full, comfortable, and safe, with people around that he trusted and the security of FRIDAY buzzing all around him, there wasn't any way Spencer could've fought sleep even if he tried.

Thankfully, he didn't sleep anywhere near as long that time. Only a few hours had passed by the time he woke up again. When he drew up out of sleep, he knew that the food and the rest had helped some. His energy levels were stronger than they had been; he could not only sense FRIDAY above him, he could feel her reaching for him and he reached back easily, not even straining to do so. He laid there with his eyes closed and smiled as FRIDAY's energy curled around his own. **_Hey, FRIDAY._**

 ** _Hey, Little Doc._** Warmth pulsed along FRIDAY's energy. Spencer would've dared anyone to feel this and then try and tell him that the AI didn't have feelings. There was affection and relief in her energy that was clear for him to feel as it echoed over to his. **_I'm glad to see you're feeling better. Boss has been worried about you._**

 ** _I didn't mean to worry you guys._**

Something flicked right in the middle of Spencer's forehead and he jerked backwards even as he flung his eyes open. He found Tony at his bedside, staring down at him with a raised eyebrow and a chiding look on his face. Spencer didn't even get a chance to voice the 'what the hell' that sat on his lips. "I could see the glow in your eyes through your eyelids," Tony told him. "Quit it. You're not supposed to be using your powers right now, Dr. Banner's orders."

Oh, right. Spencer relaxed himself a little once more. As he did, he took a look inside, trying to assess just how he was doing. Which… okay, wow. It looked like his touch with FRIDAY had done more than just let him communicate with her. There was a noticeable difference between when he'd first started to wake up and now. Spencer tilted his head and looked up towards the ceiling. "FRIDAY… did you give me some of your energy?"

"Your power levels were low. I assumed you needed to recharge, like Dum-E or U. You felt like they do when they need to go to their recharging bases." There was something hesitant in FRIDAY's voice. "Was I wrong?"

Tony and Spencer stared at one another in open surprise. The idea of, of _recharging_ , it hadn't ever occurred to Spencer. Tony either, from the looks of it. But it made a strange sort of sense. Spencer's energy had been low; it wasn't hard to see how FRIDAY would associate that with the bots and their need to recharge. More than that, it had _worked_.

"Are you telling me," Tony said slowly, a hint of a smile starting to curl the edges of his mouth. "That all we've had to do this whole time… was plug you in?"

As Spencer watched Tony's grin grow, he couldn't help but sigh, even as a ghost of a smile touched his own lips. "I'm never going to hear the end of this, am I?"

"Oh, hell no."

Rolling his eyes, Spencer shifted his weight and pressed a hand against the bed, pleased to find that he didn't ache as much as he pushed himself a bit more upright. He was ready to draw the blankets back and test out his legs, see just how well he could walk, when Tony's hand at the blankets stopped him. "Woah, woah there, kid. Let's not rush and jump right out of bed. At least let me call Brucie in here to take a look at you, first."

"I'm fine, Tony." He wasn't lying, either. His body felt so much better. "I promise you, aside from my leg, I feel mostly healed."

"Yeah, well, that cut on your leg was already healing, so Bruce didn't have to stitch it, but he thinks it went pretty deep. You'll probably be feeling it for a while."

That was obvious as Spencer finished sitting himself up. Tony's hands braced him as Spencer sat himself up and carefully swung his legs off the side of the bed. For the first time, Spencer took note of the fact that he was dressed in pajama pants and a plain t-shirt. He hadn't even realized it before.

Tony used a foot to pull out a pair of slippers that had apparently been underneath the bed. Gratefully, Spencer stepped down into them, much preferring the slippers than walking around with bare feet.

Standing on his leg was easier than he'd thought it would be. It hurt, sure, but it wasn't that bad. He'd definitely had worse. After shifting his weight around a bit to test it, he finally smiled a little, relaxing. That relaxation faded as he finally looked up and focused on Tony once more.

In that brief moment where Spencer hadn't been paying attention, Tony had relaxed a little, letting out some things that Spencer hadn't been clear headed enough to notice before. He tried to jerk his walls back up when Spencer turned his attention back to him - tucking things away and pulling on the masks that he was known for - but it was too late.

He'd been so focused one everything else, he hadn't been paying all that much attention to the deeper layers of Tony's emotions. One thing he'd learned in his time around the man was that Tony felt things in layers. Some of it was up front, right there and easy for Spencer to pick up on, but there were undercurrents of emotions that Spencer had a feeling Tony didn't even like admitting to himself. Right now there was a layer of worry running underneath everything.

Now that Spencer had noticed it, he couldn't ignore it. His eyebrows furrowed as he tilted his head so that he could look up at the other man. "Tony?"

Something flashed across Tony's features briefly. Spencer watched as a myriad of emotions crossed his face before finally settling on resignation. "We need to talk, kiddo."

The seriousness in his voice had Spencer fighting to swallow down a sudden lump of nerves in his throat. Those words never preceded anything good. "Okay."

"Come on. Let's head back to my room first. I'll order us up something to eat and we can sit somewhere a bit more comfortable than this."

With Tony's help, Spencer got down from the bed, wincing only a little as his weight was put on his leg. He watched Tony carefully as they made their way over to the door. Now that he'd noticed, he couldn't stop from seeing all the little things that showed Tony's worry, all the signs that pointed to trouble. There was something going on. Something big. And Spencer wasn't sure he wanted to find out what it was.

* * *

It took them just a little longer than normal to make their way to Tony's floor. While most of Spencer's injuries were gone, the one on his leg was still present enough to be a pain as he walked. HE didn't say anything, though. He barely even paid it any mind except to wince now and again when he made himself move a little too fast. Most of his focus was on Tony and whatever it was that he wanted to talk about.

Was he going to kick Spencer out? After the trouble he'd caused with this whole bomb and being out in the field with them, plus the way he'd latched on to Tony afterwards and clung to him like a kid, had Tony decided that Spencer was just too much to have around? Was he going to tell Spencer that, sorry, it was time to go with the government and hope that they could help him?

The idea of that made Spencer feel like he was going to be sick. He didn't want to leave... these people here, they'd come to mean more to him than he'd expected. They'd been nice to him. Friendly. Hell, they'd managed to do the one thing that not even Derek had been able to do - they'd gotten him to lean on them, to accept their help. What was he going to do if they took that away from him? Spencer had a feeling a part of him would break away and be left behind here with them. Sometimes, when he worried about things late at night while the house was asleep, he worried about how much of himself he was going to leave behind if he ever went back home.

By the time they made it to Tony's room, it was taking a lot for Spencer not to actively panic.

When they walked off the elevator and into the living room of Tony's suite, Spencer was surprised to find that they weren't alone in there. Some of his worry was pushed back just a little as he took in Jim's presence, plus a woman that Spencer hadn't met before. The woman was pretty, with a white suit trimmed in gold, and long red hair. She was smiling at Spencer in a way that was oddly reminiscent of how JJ looked at him sometimes. That gentle, slightly fond look.

A hand settled on Spencer's shoulder, startling him out of his thoughts. He realized that he'd stopped walking when he'd noticed the other two. Tony's touch brought him back and worked to ground him a little. "Spencer, I'd like you to meet Pepper, the woman who runs my life."

"It's a pleasure to meet you," Pepper said, folding her hands in front of her. She didn't move forward or try to reach a hand out towards him.

Spencer cast a curious look up at Tony, who smiled at him reassuringly. Huh. He must've said something to her - warned her, maybe, that Spencer wasn't fond of being touched, or of having people all that close to him. Oddly touched by that, Spencer turned back to her and smiled, albeit a little shyly. "It's a pleasure to meet you too, ma'am."

"Oh, please, just call me Pepper."

With Tony's hand still on his shoulder Spencer was guided forward and towards the couch where Jim was already sitting. Once Tony had made sure that Spencer was comfortably seated on the corner of the couch, his sore leg resting comfortably, he moved to take the loveseat right next to Pepper. Much to Spencer's gratitude, Tony didn't waste any time once he was comfortable before he fixed his stare right on Spencer and got straight to the point. "I'm not gonna lecture you for what happened back there, Spencer. As much as I don't like what happened – and we're going to talk about it later, I promise you that – I can't really fault you on it. There wasn't any other choice you felt you could make at the time, and, hell, I probably would've done the same thing if I were you. But, it's brought up some problems we need to deal with. Namely, with the media."

Realization had Spencer's eyes widening briefly. _Oh_. This wasn't about kicking him out of here or anything like that. This was about his _identity_. It all seemed to click into place in Spencer's brain. Like he'd had all the pieces before and they were just now snapping perfectly into place to form a clear picture for him. And just like that, he could easily see what it was they were here to talk about.

Not only had Spencer actively fought with the Avengers – covered under a mask, true – he'd been found by civilians and taken to a hospital, where he'd been stripped out of his suit and his identity uncovered. The hospital staff knew who he was. Or, at least, they'd seen the boy under the mask. Spencer imagined at least one of them likely didn't have a problem going to the media with the news that the Avengers were letting a teenaged boy fight with them.

"I'm so sorry." Spencer looked up, paying a lot more attention now that he knew he wasn't about to be kicked out of here. Though, really, this option might not be any better. What if the government knew who he was now and were coming after Tony for violating the Accords? What if they wanted to take Spencer away? He clenched his hands together in his lap and tried not to start twisting his fingers and showing how nervous he was. Somehow he managed to keep his voice at least a little steady. "I assume my identity isn't a secret anymore."

"Only sort of." Tony said, wiggling his hand in a 'so-so' gesture. "The hospital didn't exactly keep quiet about who you were, or about my presence there. If I'd have thought about it, I would've sent Rhodey in after you, or Clint. But! We can't change what's already happened. Best we can do is keep going forward. That's why I've got Pep here with us. She's the best at figuring these kinds of things out."

 _Keep going forward_. If only it were that simple. Now that Spencer was thinking about it, it wasn't hard for him to see what lay ahead of them; he knew this wasn't going to be easy. The public was going to know now that there was a teenaged kid with powers that was fighting with the Avengers – one who'd been taken from the hospital by Tony Stark himself – and there were going to be questions. Not just from reports but from bigger and more important people. People who would demand answers from Tony and who could potentially cause a whole lot of trouble for him if he didn't give the _right_ answers. This was… it was a _mess_. Spencer stared down at his hands and tried not to feel guilty. He should've let Tony shuffle him off to Xavier's back at the start of all this. Hell, he never should've involved the man to begin with.

"Spencer," Pepper's voice broke into his thoughts, pulling his gaze up towards her. He found her smiling gently at him. "It's okay. We're not completely helpless here. Tony knew this was a possibility and he brought me a few contingency plans early on. We've got options."

"What options?"

Spencer felt something tighten in his gut as he saw Tony cast a look over at Pepper and then Jim. When the engineer spoke, his voice was lower, just a bit gentler, and that bad feeling from before was back, worse than ever. "Would you guys give us a minute?"

It took everything Spencer had to keep himself in control as he watched the two get up to leave. Curling his hands tight in his lap, he forced himself to stay calm, to not panic. Everything in him was telling him that what was coming wasn't going to be good. _God_. What was going to happen? What kind of option was Tony going to present here? It had to be a bad one if he'd kicked out Jim and Pepper just to tell Spencer about it. Was he kicking him out of here? Sending him to Xavier's? Or was he going to try and convince him that going with the government was the smart plan?

The room went quiet once the door shut behind Jim. For a long moment the two just sat there. Tony shuffled a little, looking uncomfortable and feeling more than a little unhappy. Nervous, too, and was that… fear? Concern? Maybe both.

Tony's emotions didn't help to settle Spencer down any. If anything, they made it worse. A million different scenarios were racing through Spencer's head. He was so caught up in those fears, it threw him completely when Tony sighed and squared his shoulders before he looked at Spencer and told him "Stephen came by while you were sleeping. I… I asked him to let me talk to you."

The world went still. Spencer's thoughts froze like someone had hit a pause button in his brain. Then, in an instant, Tony's words sank in and Spencer _knew_. He knew what Tony was about to say to him. Yet he found that he couldn't move. Even as Tony began to speak, to carefully explain things to him, Spencer couldn't move.

"He finally finished researching the spell." Tony looked like this was the last thing he wanted to be saying, yet he didn't flinch away. He looked right at Spencer with a look of such sympathy on his face. He knew that Spencer knew. Still, he was giving him the facts and laying it all out for him. "The fact that your blood was put into the spell, it made it stronger – a lot stronger. He said that blood holds power, especially in magic. If he tried to open a portal to send you back, the chances were high that it'd either tear you apart, or that it could send you back there just like you are now, powers and all, which could seriously screw up your universe."

Spencer felt like he'd gone numb. He didn't recognize his own voice speaking; didn't even realize he was going to until he did. "So I'm trapped here."

Sorrow flashed through Tony's emotions and over his face. "I'm so sorry, Spencer."

There was no telling how long that numbness might've stayed with Spencer if Tony hadn't tried to move towards him. Something in that movement snapped Spencer from his stunned shock. In a flash he was shoving himself back, away from Tony's touch, away from Tony himself. His whole body was trembling and sparking – when the hell did that start happening? – and he knew his eyes were wide as he stared at the man across from him.

The urge to deny it all sprang to his lips. He wanted to shout out 'No!' Rage against even the idea that this was it, that he was _trapped here_. Spencer wanted to scream and shout and demand that Tony _stop lying_ , stop acting like this. But he couldn't. Because he knew – he knew Tony wasn't lying to him. Tony _wouldn't_ lie to him. Not about this.

Spencer swore he could feel his empathy trying to rage out of control this time. His emotions were a mixed up mess inside of him and his shields were doing their damndest to try and hold it in. Worse than that, his other powers were just as much of a mess, sparking and dancing over his skin in a way that spelled danger.

He had to get out of here. That thought was clearer than all the others. He had to get out of here.

He'd barely even made the choice before he found himself moving. One instant he was in the far corner of the couch and the next he was on his feet, stumbling as he tried to hurry, tried to run. There was someone calling out behind him in a voice that was so, so worried, but Spencer ignored it. He had to get out of here. _Now_. He had to go _now_.

The window in front of him opened, thank _everything_ , and Spencer was launching out of it in an instant. His board was called up instinctively. When he landed, he let the familiar feel of it curl into him, fed some of his excess energy into making it.

With his board his ability to run was so much easier. Spencer had no idea where he was going to go, only that it wasn't _here_.

With a crackle of power that echoed loudly around them, Spencer fed energy into his board and shot off into the dark.


	19. Chapter 19

Spencer hadn't really planned on where he was going. When he ran, all he'd known was that he needed _away_. Somewhere far, far away from the Compound and everyone inside of it. The last thing he wanted was to be around any of them. Or, anyone, really, not while his powers felt like they were crawling over his skin, ready to burst free at a second's notice.

It was like his body moved on autopilot while Spencer focused on keeping himself in control. He didn't even know where he was going until suddenly he found himself landing on top of Peter's building. Spencer looked down at the rooftop he stood on and wondered how it was that he'd brought himself here. He'd been trying to get _away_ from people, not head directly towards one. Yet he couldn't make himself move away. He stood there as his board floated beside him, waiting for him.

He didn't have to go in. Something must've alerted Peter to Spencer's presence. Or maybe someone had called ahead. Spencer wasn't sure and his brain wouldn't settle enough for him to think on it. All he knew was that Peter suddenly appeared at the edge of the roof in his full Spiderman uniform. The teen didn't hesitate to hop up to the rooftop and make his way over to Spencer. One look seemed to tell him all he needed. He nodded his head when he got close and then gestured towards the board. "Follow me."

That was an easy enough command to follow. Spencer climbed back onto his board and followed easily after Peter as the teen shot his first web and set off into the sky. It didn't really matter to Spencer where they were going. Somewhere deep inside, he trusted Peter to take him somewhere safe. To keep them both safe. Peter would make sure to take them somewhere that Spencer wouldn't hurt anyone; he didn't have to worry about that. All he had to worry about was following the swinging figure in front of him.

Spencer was so laser focused on Peter that he didn't even realize where it was they were going. Not until they landed and Spencer finally looked up. He was surprised to find that they were in front of the old warehouse where he and Peter used to go to practice his powers. Spencer had loved coming here because there was no one around for miles that he would risk hurting if their practice didn't go well. No one to accidentally electrocute – no one to pick up with his empathy.

It was exactly what he needed right now.

When Peter made his way inside, Spencer followed after him, working to control the energy that was sparking along his skin. His empathic walls were shaking in his head and he knew there was a chance he wasn't going to be able to control it much longer. Any of it. What little control he had left was about to snap and he didn't want to hurt anyone when that happened. Especially not Peter.

Focused as he was on keeping that control, it surprised him when Peter stopped in the middle of the warehouse and turned to face him. It surprised him even more when Peter shifted himself down into one of the defensive stances that Jim had taught them. "All right." Holding up his hands, he gestured towards himself and smiled. "Let's do this."

Spencer stared at him stupidly. "What?"

"Come on – come hit me."

What on earth was going on here? Curling his hands into fists to try and keep hold of his energy, Spencer scowled at his friend. "I'm not going to hit you."

To his annoyance, Peter just nodded his head and stayed in position. "Yeah, you are. Look, I can tell something happened, something that's got you sparking and projecting like crazy, and you and I both know you aren't going to feel better until you get this out, and you need a safe way to let it all go. Something that doesn't risk taking out the power grid for, like, the whole freaking city."

There was truth to those words. This pain, this _grief,_ it needed an outlet, some way to get out of him without tearing apart the city around him. But that didn't mean that he wanted to hurt _Peter._ That wasn't why he'd come to him. He wasn't sure what he'd wanted with Peter – he hadn't exactly intended on going to him – but it wasn't this. "So I'm supposed to electrocute _you_ instead?"

"You won't."

The utter confidence with which Peter said that made it hard to argue with. Even so, Spencer didn't want to hit him. No matter how good it sounded to burn out this energy productively. He didn't want to risk hurting his friend.

Peter must've sensed that he wasn't going to do it on his own, and then decided to take matters into his own hands. He stopped waiting for Spencer to attack and decided to start things himself. There was barely any time for Spencer to react before Peter was on him, almost knocking him to the ground. The only thing that saved Spencer from falling was the training he'd been getting lately. He dodged back from the leap and twisted instinctively into his own defensive crouch, body braced and ready. God, wouldn't his team be stunned to see him now! Fighting had never been something he was good at – he'd always been far better at running away. They'd be stunned to see him dodging Peter's next blow, and the next one.

Thinking of them and their reactions only made the pain in Spencer grow worse. Electricity ripped across his skin and his empathic walls trembled.

With Peter's next hit, Spencer dodged it and found himself swinging into the opening the teen left, his fist just glancing over Peter's side.

Peter laughed and countered with a twist and a kick that sent Spencer flying. "Come on, Spence! You can do better than that!"

The power in Spencer rose to life at that taunt and he was reacting before he could think about it. A ball of energy went flying and Peter just barely dodged it. He gave no time for Spencer to feel horrified by it. Even as the ball hit the wall and made a hole, Peter was leaping and laughing, taunting him – "Gotta be faster than that!" – as he shot a web and swung in an arc around him.

What came next was something that Spencer would later feel just slightly ashamed of. He stopped trying to hold back as Peter continued to dart around him and taunt him. Spencer struck out, power flying from his hands. When Peter started using his webs to grab barrels and other debris from the sidelines, Spencer threw his power at them before they could get to him, blasting them apart. He channeled all the hurt, all the pain, all the guilt and rage, into the blasts he threw. With each one, his heart and mind were screaming.

It wasn't fair! Why did this have to happen to him? All he'd done was touch a _stupid_ wall and now suddenly his whole life was changed. He wasn't ever going to get to go back home again. Never get to see his family, his _Mom_. Who was going to take care of him if he wasn't there? Who was going to watch out for her and make the place she was in was taking care of her? He wasn't going to be there anymore to help her. He wasn't going to be able to write her letters anymore, or sit and talk with her while she was lucid. He wasn't going to be able to go to Derek's house and curl up on the couch, or have the big man tuck him down into bed and hold him when the world got to be too much. He wouldn't get to watch Henry grow up, or Michael, or little Hank. He'd never get to curl up in his chair and call up JJ again just to chat, or go out with Penelope to go shopping and get drinks or plan for the next Comic Con.

Spencer didn't realize that he'd started screaming, the words in his head echoing past his lips. "It's not fair, it's not fair – _it's not fair_!" He threw a blast of energy so strong it not only exploded the barrel, it actually sent Peter flying back a bit, just barely caught by his webs. He almost smashed into the wall, managing to catch himself just in time, but Spencer didn't see it.

All energy seemed to have drained out of Spencer. He sank down to his knees in the middle of the warehouse. Body heaving as he panted for breath, he pressed his palms against the rough ground and didn't bother fighting his tears anymore. They were already drenching his face. "It's not fair," he whispered. "I-It's not _fair_."

He heard the soft thud of Peter's landing. There was only a brief hesitation before Peter was right there in front of him, kneeling just like he was. Slender arms reached out and curled around him, pulling him in against the other teen's body. Peter didn't say anything. Despite what others thought, he knew how to be quiet sometimes, and this was one of those moments. He settled for just pulling Spencer in until Spencer's head was against his shoulder, and then he held him there, offering up his strength until Spencer could find his own again.

Spencer brought his hands up and curled them over Peter's biceps. Fighting with Peter had burned out the energy threatening to overwhelm him, but it also took away any semblance of a shield between him and his emotions. The grief rolled through him now in waves and all he could do was cling to Peter and try not to drown under it.

* * *

There was no telling how long they stayed kneeling there as Spencer cried. Peter never once tried to make him move. He just held on to Spencer and kept him grounded even as the rest of the world felt like it was falling out from under him. He kept his hold tight as, slowly but surely, Spencer tried to piece himself back together.

When his tears finally faded, and looked like they were going to stay gone, Peter shifted his hold. He didn't let go of Spencer, but he did move his arms until he could draw him up, pulling the two of them to their feet. Then, with one arm staying around Spencer's shoulders, he took them out of the destroyed warehouse. Spencer let himself be led forward and into the dark of the night. Absently, he wondered to himself when it'd become so dark. What time was it, even?

Peter led him over they reached a stack of crates. There, he boosted Spencer up, and then hopped up to sit next to him.

It felt good to sit, arm to arm and leg to leg. Peter braced his hands on either side of his thighs and just sat, while Spencer curled his own arms in and held on to himself tightly. Now that he'd let out all his emotions, there was this emptiness inside, an ache he wasn't sure would ever go away, and a loneliness that was threatening to choke him. He closed his eyes, wincing only a little at the swollen and raw feeling to them. When he spoke, his voice was a hoarse croak. "Did Tony call you?"

"Clint did." Peter's voice was low and careful, but he didn't hesitate to answer. "He didn't tell me what was going on, just that you were pretty upset and that you left. They wanted to know if you were with me. I was just coming out to look for you when I heard you land on the roof."

Spencer let out a soft, shaky breath. How on earth had he gotten so lucky to get picked up by such a sweet, kindhearted kid instead of someone else when he'd landed here? Without Peter, this whole experience would've been so much worse, and Spencer was more than grateful for him. Especially now as he felt his insides settle just a little bit more just from the steady presence of this person he was so lucky to call friend. Keeping his eyes closed, he softly said the words that still shredded his insides, the ones that had taken everything and turned it all around on its head, "They can't send me home."

He felt Peter startle, and then he felt his sympathy and sorrow like a warm balm against the pain inside. "I'm sorry, Spencer."

That was all he offered; just those simple words. They were more than enough. His emotions spoke clearer than anything else he could've said. Spencer let out another shaky breath and allowed himself to lean in to Peter's presence, pressing them a little more firmly together.

Pressed against Peter, it didn't seem so hard for him to voice the words that were inside, the thoughts that were pushing against his skull, even if he could only speak in a hoarse whisper. "I don't… it's terrifying, to think that I'm never going to see my friends and family again. I'm just, I'm going to be _alone_. I won't have anyone who knows who I used to be. I won't have my family anymore. I'm just, I'm here, I'm _stuck_ here, and it's terrifying and I hate it. But…" Pausing, Spencer swallowed the lump down in his throat. Despite how close he'd gotten to Tony and the others, he'd gotten close to Peter first, and it was only to Peter that he could say the next part, the part that made him hate himself a little. "There's a part of me that's _happy_. How terrible is that? My friends and family, they probably think I'm dead, or that someone took me. They have no idea what happened to me and they're probably worried sick, but when, when Tony told me I was stuck here… there was a part of me that was _relieved_."

He opened his eyes again and stared off into the distance, not really seeing anything. A bitter laugh slipped past his lips. "God, I'm a horrible person. I should be devastated. I should want to get home more than anything. It's just…"

"It's just what?"

"I didn't want to lose this," Spencer admitted. "With you guys, I, I get to be a kid sometimes. I've got people here who understand me and who _take care of me_. When something goes wrong, I don't have to face it by myself. Even if I tried, you guys wouldn't let me. It doesn't even seem to cross your minds."

"Of course not. That's what family's for, Spencer. To help each other." Peter said it like it was a simple truth.

"I've never had that." It was the first time that Spencer had really admitted that out loud. He'd talked about it with Derek a few times, skirted around the issue enough that he knew his friend had some understanding, but he'd never said it out loud. It felt strangely freeing to say it now. "I was always the person who took care of everyone else. My Mom, she was… she's sick. So, after my Dad left, I took care of her. And then I just, I don't know. I just took care of everyone. It was all I knew how to do. I didn't know how to let anyone in enough to let them take care of me. But you guys, you just, you barged right on in and started doing it like it was the most natural thing in the world, and it scared the hell out of me but I loved it. And I'm selfish enough to not want to lose that. To want _both_ worlds. I always knew I was going to have to lose one of them, and it was going to hurt either way, but I've been selfish enough to think that maybe somehow I'd find a way to get the best of both. Stupid, I know."

"Hey, woah, Spencer no. You are like, the _least_ selfish person I know, all right?" Peter turned to look at him intently, even going so far as to reach up and pull off his mask. "You're not selfish or stupid. You're freaking _human_ , all right? There's nothing wrong with wanting things that make you happy, and there's nothing wrong with being happy here with us. I mean, yeah, I can get why you do, and I can see how that might feel pretty crappy or like you're betraying your friends and family or whatever, but, I mean… they'd want you to be happy, right? The people you love, they'd want you to be happy?"

He didn't even have to think about that. He knew just what Derek would say to him here. "Yeah." Those he loved, that was all they wanted, he knew. Derek would want him to be happy, even if it meant he wasn't a part of Spencer's life. Just like Spencer had let Derek go, let him leave the BAU without a fight, because he'd wanted his friend to be happy and leaving was what had done it. Spencer had let countless people in his life go so that they could be happy. Maybe… maybe it was his turn?

But what would that even entail? Spencer didn't technically exist here. Sure, they'd kept him hidden for a while now, but that wasn't possible anymore. Not only was Spencer permanently stuck here, there was also the fact that his identity wasn't entirely secret. Not after the fight, and after Tony taking him out of the hospital.

Those problems had been forgotten in the face of other ones, but they were coming back now and Spencer couldn't help but wince. He twisted his fingers together in the hem of the shirt he wore – the same one he'd woken up in, which he was pretty sure wasn't his. Judging by the size and softness, he'd bet it was either Peter's or Tony's.

Licking his lips, Spencer stared at his hands. "I don't know what to do." That wasn't easy for him to admit. He didn't like not knowing what to do. He didn't like being this _weak_.

But Peter didn't make him feel weak. He didn't make Spencer feel like there was anything wrong with admitting he didn't know what to do. He just slung his arm around Spencer's shoulders and gave him a half-hug. "Well, we should probably start by heading back to the Compound. If I know Mr. Stark at all, he's probably got like, at _least_ three different plans already prepared for this. Why don't we go find out what they are?"

"You'll come with me?" Spencer asked, hating how soft his voice was.

"Dude, try and pry me away."

It probably shouldn't have made him feel as good as it did, having Peter at his side, so ready to stand with him. But it somehow gave Spencer the strength to create his board and start to fly them back to the Compound. It was time to face up to his problems instead of just running away from them.

* * *

They were a little over halfway back when Spencer's board started to waver. He'd known that his energy levels were low; what with how low he'd been before, plus all he let out back in that warehouse, it was no wonder. After their little discovery with FRIDAY that he could leech in energy to charge himself, he'd been trying to do that as they made their way through the city, but once they started to head to the Compound and there were less buildings around to feed him, his body started to run out of steam.

He'd hoped he could make it, but he knew seconds before the board gave way that it wasn't going to be enough. His energy failed and the board vanished underneath him.

If it wasn't for Peter's quick thinking, Spencer would've gone on a flight straight for the ground.

Peter swore loudly – something that Spencer would've teased him about at any other time, considering the creative cursing the kid came up with – and then he was right there, arm latching on around Spencer's waist and yanking him in close. The added weight plus the sharp edge to their fall was enough to break the branch that Peter had webbed to. Luckily, it'd slowed them enough that they hit the ground in an easy roll instead of the bone-cracking thud it could've been.

"Crap." Peter groaned lowly, uncurling himself a little from Spencer. Then he was suddenly a flurry of movement and he was overtop of Spencer, laying him out on his back and fluttering his hands over top of him as he clearly tried to find any injuries. The mask was back on, so Spencer couldn't see his face, but he could see as the eye panels widened a little bit. "Oh man, crap, oh crap, are you okay? Karen, is he okay?"

Exhausted though he might be, Spencer mustered up the strength to try and reassure him. "I'm okay, Peter." The words might've been a bit more believable if his throat wasn't still sore from his earlier screaming. Not that they were really true, anyways. The injuries he'd been ignoring weren't as quiet anymore. His leg was burning from all he'd put it through and his insides held a dull, heavy feeling not unlike the leftovers of anesthesia.

He didn't realize he'd started to close his eyes until Peter patted at his cheek and snapped out "Hey, hey, no, no going to sleep, okay? Karen – Mr. Stark! I don't, I don't know what's going on, we were just flying and his board just vanished and I caught him, but he's like passing out now on the ground and I just…" Peter cut off, and Spencer realized belatedly that he was talking to someone, that he was talking to _Tony_. God, his mind felt foggy!

The hand on his cheek patted again and Spencer realized that he'd been drifting. He opened heavy eyes to find Peter's mask right there in front of him, and the kid was talking, wasn't he? Saying, something? "…his way, Spencer, just hang on a second. He's on his way."

There wasn't even time for Spencer to try and figure out what on earth Peter was talking about. In the next second he heard the sound of repulsors getting closer and closer, and then the unmistakable sound of Tony's suit hitting the ground.

Between one blink and the next, Peter was gone and Tony was right there in front of him, his helmet in place. The energy in his suit was a familiar sensation, one that screamed _Tony_ and _FRIDAY_ , and the emotions underneath were pure worried-Tony.

"Help me get him up, Peter." Tony said.

Spencer found himself being shifted carefully off the ground and then lifted up in Tony's arms, cradled against the chest of his suit. It should've been embarrassing, just how much he was falling on this man lately, how weak he was being. Yet, Spencer was just too damn exhausted to care. He'd burnt too much energy freaking out, fighting, and flying. There wasn't much of anything left in him to give. Closing his eyes, he didn't pay any attention as Tony took to the air. The sensation of flight was a familiar one and the comfort of Tony was right there, with Peter nearby, and Spencer knew he was safe. He knew he didn't have to worry.

He was jarred from his half sleep when Tony landed. Another presence was there, this one familiar as well, and Spencer's tired brain couldn't put a name to it but he knew it enough to not flinch when he was transferred from metal arms to human ones. The other person brought him in close and Spencer logged away the familiar cologne, the scratchy feel of a leather uniform, the faint twin buzzes of hearing aids, and he closed his eyes once more as his head came down to rest against a firm shoulder.

There were voices around him, low and easy, and then Tony's voice, sticking out over the others. "Go on, go lay him in my bed. The last thing he needs is to be by himself. Rhodey, why don't you let everyone know that we've got him back? Pep's with Laura, and Bruce probably found his way to them. They'll want to know. Pete, kid, quit lingering in the doorway."

Spencer tuned them all out again. Why bother listening? He curled a little further in himself and pressed his face against the shoulder right next to him. He felt safe here, and instantly felt guilty for it. How did his friends and family feel right now? Did time run the same both there and here – how long had he been gone for them? Had they stopped looking? Would they ever?

He didn't bother opening his eyes as he was laid down carefully on something so very soft. Normally, Spencer would've had to wiggle a little, let his skin brush against this amazingly soft material. Right now he used what little energy he had to turn away from the person laying him down – _Clint,_ his brain told him, _that's Clint_ – and put his back to him as he curled up into a ball. As good as their comfort was, he shouldn't have it right now, not when there would be no one to comfort his friends and family back home. At least he had the benefit of knowing they were all okay. They had no idea what happened to him. Likely they were grieving him right now, just as they had been this whole time.

Someone sighed, he thought it might be Clint, and then the bed shifted a little as the archer sat down behind him. He didn't bother trying to say anything to Spencer. He settled instead for laying a hand on his upturned shoulder, warm and solid and steady.

The bed near Spencer's legs dipped as someone else climbed on. He knew who it was a second later as Peter came climbing up. Without shame, the teen rucked the blankets down to make space and then lay in the space right in front of Spencer, mirroring his pose. He didn't press them close, didn't cuddle like he had when Spencer's walls were gone. Instead, he just lay there in front of him, only the tips of their knees touching. One of his hands came out to rest in the empty space between the two of them. Spencer didn't take it, but he took comfort from knowing that he could.

Closing his eyes, Spencer shut off the sound of everyone's voices, not caring what anyone had to say. He curled in tight on himself and held on to the grief inside, the memories of his friends that came pushing to the forefront. He didn't feel it as the blankets were pulled over them, or as another weight sat down behind him.

Spencer fell asleep there, surrounded by members of the family he'd found here, while inside he mourned the loss of the family he would never see again.

* * *

When Spencer woke again, the light he could sense even through his closed eyes told him that it was morning.

There was no disconnect from yesterday's events for him. Not even a few blissful seconds where he could lay there and pretend that he didn't know what had happened, or worry about what _might_ happen. His mind didn't allow him the luxury of that. Instead, he knew from the instant that he started to wake up. He remembered it all and it was enough to make the heartache swell back up again. Pressing his eyes shut tighter, he turned his face further into the pillow he was on.

His movement must've made it known he wasn't asleep anymore. The bed shifted and Spencer only had a moment of surprise to realize that he wasn't alone – that there were, in fact, _two_ people in bed with him, their presences so familiar to him he'd already registered them on a subconscious level and known they weren't a threat – before a hand was in his hair, hesitant at first and then more sure, stroking his hair back from his face. "Hey there, Tiny Tim."

Without opening his eyes, Spencer gave a soft 'mmm'. "I can never quite decide if your nicknames are habit, mockery, or terms of endearment."

"A little of all three, usually." Tony said cheerfully. His voice was right above Spencer, telling him that the man was sitting up, likely leaning against the headboard. "Sometimes they're just for the joy of pissing people off, too. But don't worry," he pat lightly at Spencer's head. "I wouldn't do that to you. Though I'll admit it's fun tweaking your nose."

Spencer grumbled a little even as he hid a smile against the pillow.

The hand on his head settled a little and Spencer felt as Tony's concern settled over him with it. "You gotta stop scaring us like that, Spencer." The use of his actual name, not a nickname, had Spencer turning his head a little until he could peek up. He found Tony leaning against the headboard like he'd predicted, dressed down in a pair of pajama pants with comic panels that looked like they were Iron Man themed. When Spencer's gaze went up, he found Tony had pulled on a shirt as well, just a plain MIT one, and his hair was still tousled from sleep, but his eyes were sharp as they looked down at Spencer. As soon as the two locked gazes, Tony spoke again. "I know it's weird, hearing me preach about restraint, but maybe we could just agree on no more flying when you're already pretty well drained, hm?"

"I'm sorry I worried you."

Tony casually shrugged his shoulder like it was no big deal. "Comes with the territory. Can't seem to turn it off around you kiddos."

Wrinkling his nose, Spencer scowled up at him. "Not a kid."

Amusement lit Tony's eyes. He shifted his hand and tapped a finger over Spencer's nose, making the young genius jerk back. "Still younger than me, _kiddo_."

"You know, some of us are still trying to sleep."

The third voice had the other two turning to look to the other side of the bed where Peter was laying. The bed was ridiculously big, which meant there was plenty of space for all of them, and Peter was stretched out over a good chunk of it. He was on his stomach with his face turned away from them and didn't bother turning towards them to speak.

The sight made Tony chuckle. "Go find your own bed then."

"Yours is nicer." Peter mumbled. He made a show of shifting around a little and deliberately settling in.

It only made Tony laugh more. "Impudent brat." There was definite fondness in that; an affection that Spencer could feel rolling over him, coming from both sides. There had never been any doubt in his mind that these two cared about one another. They shared a bond that was easy to see and easy to feel. One that had been built over time. Feeling it usually made Spencer want to smile. Now, it brought home the fact that he wasn't going to be able to see the people he'd built his own bonds with. He wasn't going to ever see his family again.

The shift in his mood must've been palpable. Either these two knew him that well, or he was unconsciously projecting again, because they both responded to it. Peter rolled himself over so that he was facing Spencer, his expression tired yet concerned. At the same time, Tony's hand settled onto Spencer's head again. It was Tony who broached the subject they were all thinking about. "So, I'm thinking we should probably talk about our plans for the future."

He'd spent too much time with these people, it seemed. The snarky part of him that always came out before coffee – the one that Derek had frequently encouraged – seemed to be a bit stronger lately. Spencer didn't think before dryly asking, "Do you frequently conduct business in bed?"

Tony smirked at him. "Doesn't everyone?"

Shaking his head, Spencer couldn't quite help the hint of a smile that ghosted over his lips. Leave it to Tony to be able to make him smile even just a little at a time like this. It didn't last, though. It couldn't. There was too much important that was hinging on this moment here. Spencer sighed and brought a hand up from under the blankets to push his hair back. He made a mental note that he might want to cut it soon with as shaggy as it was getting. Then he banished those thoughts and started to move himself, planting a hand on the bed as he pushed himself up until he was sitting up in the middle of the bed, his body turned to face Tony. He crossed his legs under him and settled in to get comfortable. This could take a while. As he felt Peter moving into the same position beside him, he kept his eyes on Tony. "All right. Let's get this over with. Peter implied that you have some sort of contingency prepared for this scenario?"

If his formal words amused Tony – and they usually did – he at least didn't show it this time. The older man shifted himself around until he was more comfortably seated against the pillows. Even as he did, he kept his eyes on Spencer, as steady and serious as if this truly were some important business meeting. "There's a few layers to things we should probably discuss, but the first thing we should figure out is setting you up an identity. Seeing as how you don't actually have one, FRIDAY and I can make you one from scratch, which means we can put whatever we want in there. If you were older, it'd be simple to just make you Dr. Reid all over again, but the fact is you're a minor."

"That complicates things," Spencer said, nodding his head in agreement.

"Right." Tony nodded his head. "Which means you need a parent or guardian of some sort. Preferably someone who actually knows a little about your situation and who won't expect you to be like the average fifteen-year-old."

Peter cast a worried look Spencer's way that he failed miserably at hiding. "That doesn't leave very many people."

No, it didn't. There were only a few that Spencer could think of that would work. His thoughts were echoed out loud a second later by Tony, who was agreeing with Peter. "No, it doesn't. Barton offered, seeing as how he's already got a family and everything, but considering there are a few people out there who know for a fact how long him and Laura have been together, and how many kids they have, it's not a smart choice, and they probably wouldn't be able to pull off the adoption card. Vis and Rhodey aren't well set up for that, either." Then, to Spencer and Peter's complete surprise, Tony added on "May offered to take you in, if you want. She said she's got no problem taking you in and playing up the whole 'favor to an old friend' card."

That was… that was amazingly sweet. Spencer swallowed down the tight not of emotion that built in his throat. He enjoyed May – cared about her quite a bit, honestly, and could see himself easily slipping into calling her 'Aunt May' as she kept asking him to do – but Spencer's mind drifted to when he'd first stayed with them. To how tired May had looked sometimes, how empty their cupboards had been, and that was with her already working some overtime to support both her and Peter. Adding another mouth to that would put strain on her. Sure, he could get a job, and he'd help out, but May also seemed the type to not take that help. If she was, he knew Tony would already be helping them, if they ever clued him in how closely they pinched pennies sometimes.

He'd do it, if there were no other options, but Spencer didn't want to be a burden.

There was something in Tony's eyes when he looked up at him that suggested maybe the other man understood some of those thoughts. However, there was something else, something that he picked up more with his profiling ability than his empathy. Tony was shielding himself just a little; a new skill he was practicing on. But Spencer could see – the man was nervous.

Spencer watched him carefully. He could see how Tony drew himself up, all the little things that might've looked like relaxation to someone else but looked forced to Spencer. As if the man were deliberately trying to make his next words more casual than they were. A second later, Spencer realized why.

"Another option is that you could keep staying here," Tony said, waving one hand almost negligently around him. "I've got plenty of space, and no real issue with money. Plus, you're already pretty well set up here. I could play it off as an old girlfriend claiming you were mine, make up a whole sob story about her passing away and you coming to stay with me. Even if someone tried to push for DNA tests, it wouldn't matter. I could get guardianship of you, or have FRIDAY and Pepper work on making you an identity and then pushing for adoption."

Eyes wide, Spencer stared at him. "You want to… adopt me?"

It was obvious Tony took Spencer's stunned tone entirely the wrong way. In an instant he was hurrying to tell him "You don't have to, of course. I wasn't trying to imply that. We've got plenty of options we can look at and I'm sure we'll figure out something. I'm sure Charles would apply for guardianship and you could go stay at his fancy school. I just figured you might wanna stay close to here or something, and adopting you was just the logical step for that. I mean, it'd make it easier to deal with some things with the added legal protection of me being your father. But we can protect you, no matter what, don't think we can't."

Most of Tony's babble washed right over Spencer. He knew that's what it was – babble. Tony was nervous and this was how he always seemed to respond to it. For the most part Spencer just ignored it and focused instead on the idea itself. Tony wanted to – he really wanted to adopt him? The idea that Tony would do that, that _any_ of them would volunteer, it was astounding.

He couldn't help tilting his head to curiously study Tony's face. This didn't make sense to him. That they would help, yes, that was the type of person Tony was. But to take on responsibility for him like this… he didn't understand why and he couldn't keep from asking. "I… this is a big thing, Tony. Why would you want to do this? Despite our time here, honestly, you barely know anything about me."

Instead of agitating Tony further, his question actually seemed to relax the man a little. "I know you're a good kid. You're brilliant – which, coming from me, says a lot – and you've got a heart that's way too big for your own good."

"I'm not as good as you think I am."

Though he'd been mostly silent so far, a surprising thing, Peter shot Spencer a pained look at that and reached a hand out to lightly brush over his arm. "Spencer…"

"No, Peter, I'm… I'm not." He really wasn't. Spencer was under no delusions about what kind of person he was, what problems he had, and what problems waited in his future here. There was so much about himself that he hadn't shared with them, because it was easier to pretend that it didn't exist. But if Tony was serious about this – and Spencer was stunned to find out just how much he _himself_ was considering this – there were things he needed to know. Things he needed to understand. "Before taking me on, you need to understand, I'm not… more than just because of the age change, I'm not a normal kid. I never have been and I never will be. Some of those you already know, or at least suspect about." He looked at Tony for this part. "My intellect, my memory, those come with their downsides just as much as their upsides."

The nod Tony gave made it clear that he already knew that. The man was a genius himself – he knew what kind of downsides came from it. And he'd already showed that he understood what kind of effect Spencer's eidetic memory had on him, especially with what his job had been.

It took everything Spencer had to make himself keep talking. Closing his eyes so that he wouldn't have to see the expressions on their faces, Spencer forced himself to open up about things that he never wanted to tell anyone. Words tumbled out of him, far blunter than he'd wanted to do, yet no less important. "I've never been a normal kid. My dad walked out when I was ten, leaving me the sole caretaker for my mother. There are things I did to help pay our bills that would make you cringe." Things that still made his stomach turn, to this day. "Between childhood issues and my job, I've been diagnosed with complex PTSD and an anxiety disorder. I'm an ex-addict, which is why I won't ever take narcotics, no matter what kind of pain I'm in. I can't stand the smell of cooking fish without going into a flashback, I'm terrified of not being able to breathe, and I wake up most nights with the kinds of nightmares that have me shaking and throwing up because of the things my memory won't ever let me forget. I'm a walking _mess_." He squeezed his eyes shut even tighter and turned his head away from them. "No one… no one should take that on."

The silence in the room was deafening. Spencer sat completely still. He didn't move, could barely _breathe_.

He almost jumped when the silence was finally broken. "Pete, can you give us a minute?" Tony asked.

There was a brief pause and then the bed was moving as Peter slowly rose to his feet. He didn't say anything, though he briefly dropped his hand on Spencer's shoulder, giving it a small squeeze.

Neither Spencer nor Tony said anything until after the door was shut. Even then, it was a few moments before Tony spoke. When he did, his voice didn't waver, though it'd turned much more serious. "You're not the only one that's messed up here, kid. I've got PTSD, anxiety, and though I'm better than I used to be, I still suffer from panic attacks." There was a hint of strain in Tony's voice that made it clear he wasn't happy saying this. Yet there wasn't any hesitation. As Spencer opened his eyes, slowly, and looked up at him, he didn't see any hesitation on his face, either. Tony continued to calmly watch him as he went on. "We're all a little screwed up around here. We've got our quirks and our triggers, all those stupid little things we know better than to bring up because it'll set someone else off. We'll learn yours, too."

He made it sound so simple. Like it wasn't a big deal that Spencer was so messed up. The young genius curled his arms in around himself and gripped at the sides of his shirt. "I'm not…I've never been an easy kid. People don't…" They didn't stay. No one ever stayed. Spencer choked back the words that wanted to come tumbling out and he stared at a spot over Tony's shoulder, eyes flashing to the man's face and away again. "My powers are going to make it worse. I'm learning control, but what happened before… that's likely going to be a problem the rest of my life, if the texts I read are anything to go by. Do you really want to deal with that?"

"Absolutely." There wasn't an ounce of hesitation in Tony's answers. Surprised, Spencer's eyes shot to him, only to find that Tony was staring at him intently. There was nothing else distracting the man; his focus was solely on Spencer, and that was a disconcerting feeling. Spencer had seen him focus like that before on his projects. He'd never expected to have that focus turned on him.

Tony held his gaze as he drew his legs in and leaned himself forward, bringing himself into Spencer's space. Any attempts at shielding were cast away and his emotions were right out there for Spencer to feel. Protectiveness, affection, understanding, sorrow, so many different things, so many different layers, and all of it focused right on Spencer. "Listen, Spencer, I get the feeling that you and I, we're a little more alike than I'd expected. So I'm gonna stop beating around the bush here – whatever problems you have, whatever reasons people have given you to cover up why they were dicks who walked away from you, I don't care. Your shit's not gonna scare me away. I've probably got a better chance at understanding it than a lot of people you know. Now, I'd understand completely if you felt like you didn't want someone like me as your parent, but if you're holding back because you think I don't want you, well… don't. I'd be damn proud to make you a Stark, all right?"

It was on the tip of Spencer's tongue to protest again – to insist that Tony didn't know, that he didn't really understand what he was getting into here. He had no idea about Spencer's mom, about the chance that maybe those genetics were still in him. He didn't know all the things that Spencer had done or just how messed up he really was.

But…

From what Spencer knew of the man, what he'd seen for himself and what Peter had told him, Tony was… pretty messed up, too. He'd been through hell and somehow come out the other side. He had his own PTSD to deal with, and a lifetime of trauma to back it up from what Spencer was catching on to. He was also a genius, which meant that he was right, he had a better chance of understanding that part of Spencer's problems than most people. And he even knew about Spencer's memory and had understood the pitfalls without needing to have them explained.

It was more than that, though. As Spencer stared at him, he remembered every moment since Spencer had come here. How protective Tony had been of Peter, yet how willing he'd been to help Spencer once the situation became clear. How he'd welcomed Spencer into his home and did everything possible to help him. Including putting himself on the line.

He remembered what it'd been like to be in the hospital without any empathic walls – and what it'd felt like when Tony had come into the room. How he'd taken control of everything and he'd protected Spencer and kept him safe. He'd held him, without any protest, and let Spencer latch on for as long as he needed. More than that, he'd stayed with him, even after Spencer had gone to sleep.

In so many ways, Tony had taken more care of Spencer these past weeks than Spencer's parents ever had.

Spencer didn't blame Diana for any of it. His mother was ill. She'd been ill for all of his life, and it wasn't her fault that she just wasn't equipped to properly care for a child. He'd never blamed her for the backwards nature of their dynamics. To him, being the parent in the situation was just how it was, and he had never resented her for it. William, on the other hand… he'd chosen to walk away. He'd left them there. Spencer had worlds of resentment for him.

Tony lifted his hand, catching Spencer's gaze. He didn't understand at first why the hand was coming towards him. Not until a knuckle pressed against his cheek and wiped away the tears he hadn't even realized he was crying.

There was something soft and sad in Tony's expression now. The protectiveness and affection he felt – there was another word for it, one that Spencer wouldn't, couldn't, use, not yet – grew even stronger. "Spencer?"

This was it. Spencer stared at the man in front of him, this giant nerd in his comic pajama pants and with a mess of bed hair, this man who could put on a suit and save the world, who liked to hang out in the kitchen and poke fun at Jim and pick at Spencer while he cooked.

It was suddenly so very easy to say what he needed to – what he wanted to. "Yes."

Tony froze, his hand still pressed against Spencer's cheek. His eyes went a bit wide and his mouth actually dropped open a little bit. "What?"

"Yes, I want to stay with you." The words were easier to say a second time around. Some of the tension in Spencer melted away as he said it, too. His lips curved up and he found it was suddenly so much easier to smile at him.

"Yeah?" Tony was smiling now too, the big sort of smile that crinkled his eyes and lit up his entire being. It echoed into his emotions, too, lighting up the room like the rising sun.

Spencer's smile grew in response. "Yeah. I mean, I could probably do worse than an eccentric billionaire, right?"

The teasing was just the right thing to break up the tension. Laughter echoed through the room as Tony launched himself forward. Spencer found himself tackled to the bed as quick fingers danced over his sides, startling laughter out of him. Tony tickled Spencer until he was red-faced and could barely breathe. Only then did he stop, propping himself up on one arm over him and grinning down at the teen. "No take-backs." He warned, eyes twinkling. "You're stuck with me now, Spencer Stark."

Spencer stared up at him and couldn't wipe away the warmth that he felt at that remark. Things might be a bit terrible right now, and he was definitely going to take some time to grieve for what he'd lost, but at the same time he had found something amazing. Maybe it was time he let himself be a little happy about that. "Good. I'm not going anywhere."

 **THE END**

 **(Continued in "The Next Step")**


End file.
